Flowing Event Management Ltd – TERMS & CONDITIONS OF HIRE & PURCHASE
Agreed terms
1. Interpretation
1.1 The following definitions and rules of interpretation apply in this Contract:
Business Day: a day other than a Saturday, Sunday, or public holiday in England when banks in London are open for business.
Cancellation Fee: a fee payable by the Client for cancelling the agreed Hired Goods and Services.
Cash & Credit Card Bar: form part of the services stated at Clause 3.3 (b) where the Guests of Client pay for drinks to be consumed at the event.
Client: the individual, person, or firm (including, corporate bodies, associations, and sole traders) who hires and/or purchases the Goods and/or Services from the Supplier.
Commencement Date: the date that the Client collects, or the Supplier delivers the Hired Goods.
Commission: bring the Hired Goods into working condition;
Contract: this legally binding agreement for the provision of Hired Goods entered into by the Supplier and the Client in accordance with the provisions of the Contract.
Delivery: the transfer of physical possession of the Hired Goods to the Client at the Site.
Damage Deposit: the deposit amount set out in Annex 1 (Hired Goods Charges).
Designated Venue: the location specified by the Client where the Supplier will provide the agreed Hired Goods and Services set out in Clause 3.3 (b)&(c).
GDPR: General Data Protection Regulation.
Hired Goods: Mobile Bar, Pop Up Bar and Coolers and any other appropriate items stipulated within the Quote to be provided by the Supplier.
Hire Payments: the payments made by or on behalf of Client for hire of the Goods in accordance with Annex 1 (Hired Goods Charges) and fixed for the period of hire.
Hire Period: the period of hire as set out in Clause 4.
Host Paid Bar: where the Client pays for all drinks to be consumed at the event.
Late Return Fee: fee payable by the Client for returning Hired Goods late.
Minimum Spend: the agreed minimumamount to be spent at the bar.
Payment Annex: Annex 1 which sets out the sums payable under this Contract.
Penalty Charge: a charge which the Client is liable for, for failure to adhere to the Terms.
Services: the services, including the Deliverables, supplied by the Supplier to the Client as set out in the Service Specification.
Specification: the description or specification for the Services provided in writing by the Supplier to the Client.
Order: the Client’s order for the Hired Goods, as set out in the Client’s acceptance of the Supplier’s Quote.
Supplier: Flowing Event Management Ltd registered in England and Wales with a company number 11869941.
Temporary Event Notice (TEN): licence required to sell/serve alcohol at an event on unlicensed premises in England or Wales.
Total Loss: the Hired Goods are, in the Supplier’s reasonable opinion or the opinion of its insurer(s) (where applicable), damaged beyond repair, lost, stolen, seized, or confiscated.
VAT: value added tax chargeable under the Value Added Tax Act 1994.
1.1 Clause, Annex, and paragraph headings shall not affect the interpretation of this Contract
1.2 A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
1.3 The Annexes form part of this Contract and shall have effect as if set out in full in the body of this Contract and any reference to this Contract includes the Annexes.
1.4 A reference to a company shall include any company, corporation, or other body corporate, wherever and however incorporated or established.
1.5 Unless the context otherwise requires, words in the singular shall include the plural and vice versa.
1.6 Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders.
1.7 A reference to a statute or statutory provision is a reference to it as amended, extended, or re-enacted from time to time.
1.8 Any obligation on a party not to do something includes an obligation not to allow that thing to be done.
1.9 References to clauses and Annexes are to the clauses and Annexes of this Contract and references to paragraphs are to paragraphs of the relevant Annex.
1.10 Any words following the terms including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.
2. Basis of Contract
2.1 The Order constitutes an offer by the Client to Hire the Hired Goods in accordance with these Conditions.
2.2 The Order shall only be deemed to be accepted when the Client issues acceptance by accepting the Quote (by email, telephone call or otherwise) or making a payment (deposit or full amount), at which point, and on which date the Contract shall come into existence (Commencement Date).
2.3 Any samples, drawings, descriptive matter, or advertising issued by the Supplier and any descriptions of the Hired Goods or illustrations, or descriptions of the Services contained in the Supplier’s marketing material (including website) are issued or published for the sole purpose of giving an approximate idea of the Services and Hired Goods described in them. They shall not form part of the Contract or have any contractual force.
2.4 These Conditions apply to the Contract to the exclusion of any other terms that the Client seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
2.5 Any Quote given by the Supplier shall not constitute an offer, and is only valid for a period of 30 Days from its date of issue or until such time as the Goods or Services are no longer available, whichever is sooner.
3. Hired Goods
3.1 The Supplier shall hire the Goods to the Client subject to the terms and conditions of this Contract.
3.2 The Supplier shall not, other than in the exercise of its rights under this Contract or applicable law, interfere with the Client’s quiet possession of the Hired Goods.
3.3 These Terms and Conditions apply to the following (with full details of the specific Services, Hired Goods & Purchases which are to be provided to be detailed in the Quote), provided by the Supplier:
a) Bar Equipment Hire and sale of Kegs;
b) Host Bar;
c) Bar and/or Bar Equipment including portable structures.
3.4 The Quote will be specifically for the requested and agreed Services and Products. Any additional Products and Services which are required, will incur further costs, details of which the Supplier will provide in an additional Quote.
3.5 The Supplier reserves the right to amend the Specification if necessary to comply with any applicable law or regulatory requirement, or if the amendment will not materially affect the nature or quality of the Services, and the Supplier shall notify the Client in any such event.
3.6 The Supplier reserves the right change the bar structure, from what was originally agreed in such circumstances such as bad weather or bar structure is unavailable due to damage.
3.7 Where the Supplier is providing mobile bar services (see Clause 3.3 (b) & (c)) the following will apply:
a) the Supplier has exclusive rights to be the sole Supplier of alcohol at the booking venue unless prior express agreement written has been made between the parties. Failure to do so will result in a Penalty Charge in accordance with Clauses 5.4 & 13.2(a) and Annex 1;
b) the bar will only commence serving/open once welcome drinks have been consumed and removed, if provided by the Client or third party unless prior express written agreement has been made between the parties.
3.8 Where the Supplier is providing the Bar Equipment Hire and sale of Kegs Services (see Clause 3.3(a)) the following will apply:
a) the Supplier will deliver (at a designated location on an agreed date and time) and commission; or
b) the Client will collect the items from the Supplier’s specified location on an agreed date and time.
4. Term
4.1 The Hire Period starts on the Commencement Date and shall continue for the period specified within the Quote unless this Contract is terminated earlier in accordance with its terms or by law.
4.2 If the Client wishes to extend the period of this Contract for a further period, they are required to notify the Supplier at least 24 hours prior to the Hire Period expiry date. The Supplier reserves the right to agree or decline any such extension request at their discretion. Any such extension will be subject to the terms of this Contract.
5. Hire Payments and Damage Deposit
5.1 The Client shall pay any applicable deposit, Hire Payment, and sales costs to the Supplier in accordance with the Quote and Payment Annex 1 (subject to any adjustment as provided under Clause 19 (Variations)). The Hire Payments shall be paid in pound sterling (£), by way of BACS, PayPal, Debit/Credit Card or Cash (where expressly agreed with the Supplier).
5.2 Any deposit and agreed minimum spend amount (as stated within the Quote) which is required will be required in advance of collection/delivery.
5.3 The Hire Payments are inclusive of any applicable taxes and duties or similar charges which shall be payable by the Client at the rate and in the manner from time to time prescribed by law.
5.4 The Supplier reserves the right to charge the Client a Penalty Charge of £250.00. If they do not have the exclusive rights to be the sole Supplier of alcohol at the booking venue (unless prior express agreement has been made between the parties) and the Client (including their guests, officers, employees, agents and contractors) and/or a third party supplies and/or consumes alcohol at the designated venue.
5.5 All amounts due under this Contract shall be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
5.6 The Damage Deposit is a deposit against any loss of or damage caused to the Hired Goods. The Client shall, on the date of the Order, pay a deposit of the relevant amount specified in Annex 1 to the Supplier. If the Client causes any loss or damage to the Hired Goods (in whole or in part), the Supplier shall be entitled to apply the Damage Deposit against such default, loss, or damage and (where applicable) will charge the Client for any further costs, which are in addition to the Damage Deposit (payable within 48 hours of invoice). The Damage Deposit (or balance thereof) shall be refundable within 7 Days of the end of the Hire Period.
6. Collection, Delivery & Returns
6.1 Collection, by the Client of the Hire and Purchased Goods (Bar Equipment Hire and sale of Kegs only) from the Suppliers designated property are available free of charge.
6.2 If the Client requires Delivery of the Hired Goods (where applicable), this is available by the Supplier whereby they will deliver and commission, for a fee (Bar Equipment Hire and sale of Kegs only) payable by the Client. Details of these costs are detailed in Annex 1. Host Bar, Bar Hire and/or Bar Equipment including portable structures (see Clause 3.3 (b)&(c)) no delivery or collection fees will apply. The Supplier shall use all reasonable endeavours to effect Delivery by the date and time agreed between the parties. Title and risk shall transfer in accordance with Clause 6 of this Contract.
6.3 The Client shall procure that they or a duly authorised representative of the Client shall be present at the Delivery of the Hired Goods. Acceptance of Delivery by such representative shall constitute conclusive evidence that the Client has examined the Hired Goods and has found it to be in good condition, complete and fit in every way for the purpose for which it is intended. If required by the Supplier, the Client’s duly authorised representative shall sign a receipt confirming such acceptance.
6.4 Where there is a breakdown, the Hired Goods shall be deemed to have been handed into the Supplier’s custody when the Supplier’s representative, including any maintenance agent, arrives at the location of the breakdown or if returned, when the Supplier receives the item at their place of business.
6.5 Where the Supplier is able to repair the damaged Hired Goods and the Client is satisfied that the Hired Goods have been fully repaired, the Hired Goods shall be returned to a location as required by the Client. The Supplier reserves the right in such circumstances to provide a replacement item, providing this is of similar quality and able to provide the same Service as the previous item supplied.
6.6 The Client is liable for the cost of returning the Hired Goods. The Supplier is able (upon request) to collect the Hired Goods at the expiry of the Hire Period, subject to paying a fee, details of which will be supplied at the time of booking.
6.7 All Hired Goods supplied to the Client under this Contract shall comply in full with the Goods Specification.
7. Title, risk and insurance
7.1 The Hired Goods shall at all times remain the property of the Supplier, and the Client shall have no right, title, or interest in or to the Hired Goods (save the right to possession and use of the Hired Goods subject to these terms and conditions).
7.2 The risk of loss, theft, damage, or destruction of the Hired Goods shall pass to the Client on Collection or Delivery. The Hired Goods shall remain at the sole risk of the Client during the Hired Period (where the Supplier or their staff are not in attendance) and any further term during which the Hired Goods is in their possession, custody, or control of the Client (“Risk Period”) until such time as the Hired Goods are returned/redelivered to the Supplier. During the Hire Period and the Risk Period, the Client shall, at its own expense, obtain and maintain the following insurances:
(a) insurance of the Hired Goods to a value not less than its full replacement value comprehensively against all usual risks of loss, damage or destruction by fire, theft or accident, and such other risks as the Supplier may from time to time nominate in writing;
(b) insurance for such amounts as a prudent Supplier or operator of the Hired Goods would insure for, or such amount as the Supplier may from time to time reasonably require, to cover any third party or public liability risks of whatever nature and however arising in connection with the Hired Goods; and
(c) insurance against such other or further risks relating to the Hired Goods as may be required by law, together with such other insurance as the Supplier may from time to time consider reasonably necessary and advise to the Client.
7.3 All insurance policies procured by the Client shall be endorsed to provide the Supplier with at least 30 Days’ prior written notice of cancellation or material change (including any reduction in coverage or policy amount) and shall upon the Supplier’s request name the Supplier on the policies as a loss payee in relation to any claim relating to the Hired Goods. The Client shall be responsible for paying any deductibles due on any claims under such insurance policies.
7.4 The Client shall give immediate written notice to the Supplier in the event of any loss, accident or damage to the Hired Goods arising out of or in connection with the Client’s possession or use of the Hired Goods.
7.5 If the Client fails to effect or maintain any of the insurances required under this Contract, the Supplier shall be entitled to effect and maintain the same, pay such premiums as may be necessary for that purpose and recover the same as a debt due from the Client.
7.6 The Client shall, on demand, supply copies of the relevant insurance policies or other insurance confirmation acceptable to the Supplier and proof of premium payment to the Supplier to confirm the insurance arrangements.
8. Alcohol Licensing
8.1 The Supplier operates under the Licensing Act 2003 and where the event requires a Temporary Events Notice (TENS) to serve alcohol this will need to be made available to the Supplier at least 14 days prior to the event.
8.2 In accordance with the Suppliers requirements in Clause 8.1 the following will apply:
(a) Where a TENs hasn’t been applied for at least 14 days prior to the event, the Supplier will on behalf of the Client, apply for the same and invoice the Client for all associated costs;
(b) Where a TENs hasn’t been applied for at least 5 clear working days prior to the event or has been objected to, the Supplier will under no circumstance provide a cash paying bar and the Penalty Charge of £250.00.
8.3 Under the Licensing Act 2003 the Supplier operates a “think 21” policy and under no circumstance will alcohol be sold to anyone under the age of 18. All guests that appear under the age of 18 will require photo ID. Guests that appear under 18 and cannot provide photo ID will be refused service. Sale of alcohol on behalf of a guest that under 18 is an offence and will be prohibited.
8.4 The Supplier reserves the right to refuse service, if they or any oof their staff believe or have reason to suspect that a guest is intoxicated.
9. Client’s responsibilities
9.1 The Client shall during the Hire Period of this Contract:
(a) ensure that the Hired Goods are kept and operated in a suitable environment and used only for its intended purpose and in accordance with the manufacturer’s instructions;
(b) not change or alter the Hired Goods in any way;
(c) take such steps (including compliance with all safety and usage instructions provided by the Supplier) as may be necessary to ensure, so far as is reasonably practicable, that the Hired Goods are at all times safe and without risk to health when it is being set, used, cleaned, or maintained by a person at work;
(d) ensure (where appropriate) the Supplier is provided with suitable access (taking into consideration the size of vehicles involved and trailer) to the designated venue;
(e) ensure (where appropriate) the Supplier is provided with suitable parking at the designated venue. If the Client fails to do so and the Supplier incurs parking charges and/or fines, the Client will be obliged to pay these as part of the Contract;
(f) ensure (where appropriate) the Supplier is provided with access to running power and water (unless expressly agreed otherwise);
(g) ensure (where appropriate) the designated venue selected is suitable for the Supplier to provide the Hired Goods and Services;
(h) where the Supplier is providing any of their bar services (see clauses Clause 3.3 (b)&(c)) provide assistance with the recovery of cups. If 10% or more of the cups are not recovered, the Client will be liable to pay a replacement charge of 50p per cup;
(i) ensure they meet any fire regulations which are in place for the designated venue, where guests are attending;
(j) keep the Supplier fully informed of all material matters relating to the Hired Goods;
(k) keep at all times keep the Hired Goods in the possession or control of the Client and keep the Supplier informed of its location;
(l) notify the Supplier immediately of when the Hired Goods are damaged and/or require maintenance or repairs;
(m) bear the reasonable cost of the repair or rectification of any damage to the Hired Goods resulting from negligence or improper use of the Hired Goods by the Client or any person permitted by the Client to use the Hired Goods;
(n) no supply or engage a third party to supply alcohol at the designated venue
(o) not sell, assign, mortgage, part with control of, let or hire or otherwise dispose of or part with possession of any Hired Goods or part thereof or charge the benefit of this Contract or allow the creation of any mortgage, charge, lien, or other security interest in respect of it nor attempt or purport to do so;
(p) not use or permit the Hired Goods to be used or operated in a manner contrary to any statutory provision or regulation or in any way contrary to law;
(q) permit the Supplier or its duly authorised representative to inspect the Hired Goods at all reasonable times and for such purpose to enter upon the Site or any premises at which the Hired Goods may be located, and shall grant reasonable access and facilities for such inspection;
(r) where the Client requires the Supplier to arrange return, ensure that the Hired goods are appropriately packaged and ready on time for the collections. Failure to return the Hired Goods on time will result in late return fees, see Annex 1;
(s) not without the prior written consent of the Supplier, attach the Hired Goods to any land or building so as to cause the Hired Goods to become a permanent or immovable fixture on such land or building. If the Hired Goods do become affixed to any land or building then the Hired Goods must be capable of being removed without material injury to such land or building and the Client shall repair and make good any damage caused by the affixation or removal of the Hired Goods from any land or building and indemnify the Supplier against all losses, costs or expenses incurred as a result of such affixation or removal;
(t) not use the Hired Goods for any unlawful purpose;
(u) ensure that at all times the Hired Goods remains identifiable as being the Supplier’s property and wherever possible shall ensure that a visible sign to that effect is attached to the Hired Goods;
(v) deliver (or arrange collection with the Supplier on a designated date) up the Hired Goods, which are required to be appropriately packaged, at the end of the Rental Period (failure to return the Hired Goods on time will result in late return fees, see Annex 1) or on earlier termination of this Contract at such address as the Supplier requires, or if necessary allow the Supplier or its representatives access to the Site or any premises where the Hired Goods is located for the purpose of removing the Hired Goods; and
(w) not do or permit to be done anything which could invalidate the insurances referred to in Clause 6.
9.2 The Client acknowledges that the Supplier shall not be responsible for any loss of or damage to the Hired Goods arising out of or in connection with any negligence, misuse, mishandling of the Hired Goods or otherwise caused by the Client or its guests, officers, employees, agents and contractors and the Client undertakes to indemnify the Supplier on demand against the same, and against all losses, liabilities, claims, damages, costs or expenses of whatever nature otherwise arising out of or in connection with any failure by the Client to comply with the terms of this Contract.
10. Warranty
10.1 The Supplier warrants that the Hired Goods shall substantially conform to its Specification (as made available by the Supplier), be of satisfactory quality and fit for any purpose held out by the Supplier.
10.2 The Client shall be entitled only to such warranty or other benefit as the Supplier has received from the manufacturer for the Hired Goods.
11. The Supplier’s Obligations
11.1 The Supplier warrants, represents and undertakes that it has obtained all necessary rights, licences, and consents that it needs to carry out its obligations under this Contract in respect of the Hired Goods and which are necessary or appropriate for the Client to utilise the Hired Goods for the purposes which are set out in its Specification.
11.2 The Supplier shall ensure that the Hired Goods:
(a) correspond with the description in the Specification;
(b) be of satisfactory quality (and as far as applicable within the meaning of the Sale of Goods Act 1979) and fit for any purpose held out by the Supplier;
(c) where applicable, be free from defects in design, materials, and workmanship; and
(d) comply with all applicable statutory and regulatory requirements relating to the manufacture, labelling, packaging, storage, handling, and delivery of the Hired Goods.
11.3 The Client shall have the right to inspect and test the Hired Goods (applicable to Clause 3.3(a) only) at any time before collection or delivery.
11.4 If following such inspection or testing the Client considers that the Hired Goods do not conform or is unlikely to comply with the Supplier’s undertakings at Clause 11.2, the Client shall inform the Supplier and the Supplier shall immediately take such remedial action as is necessary to ensure compliance.
11.5 Notwithstanding any such inspection or testing, the Supplier shall remain fully responsible for the Hired Goods and any such inspection or testing shall not reduce or otherwise affect the Supplier’s obligations under the Contract, and the Client shall have the right to conduct further inspections and tests after the Supplier has carried out its remedial actions.
11.6 In the event that the Client discovers an error or defect in the Hired Goods which affects the use or performance of the Hired Goods or causes it to perform other than in accordance with the Specification, and notifies the Supplier of the error or defect within 24 hours (of collection or delivery), then the Supplier shall correct the error or defect or replace the item, at its own expense so that the Hired Goods performs in accordance with and provides all the facilities and functions set out in the Specification.
11.7 The Supplier shall ensure that suitable Hired Goods are made available to the Client as required throughout the Rental Period. The Supplier shall provide as near as possible substitute Hired Goods in the event that the Hired Goods requires warranty repairs, fair wear and tear repairs, inspection, or maintenance, unless otherwise agreed by the Client.
11.8 Where damaged Hired Goods cannot be repaired and returned to the Client in a serviceable condition, the Supplier shall provide Hired Goods (where requested by the Client) with as near as possible specification to that of the defective Hired Goods at no extra cost to the Client. This requirement will incur a charge to the Client only where the Hired Goods have been subject to abuse or accidental damage by the Client.
12. Liability
12.1 Without prejudice to Clause 12.2, the Supplier’s maximum aggregate liability for breach of this Contract (including any liability for the acts or omissions of its employees, agents and subcontractors), whether arising in contract, tort (including negligence), misrepresentation or otherwise, shall in no circumstances exceed 100% of the fee paid under the contract.
12.2 Nothing in this Contract shall exclude or in any way limit:
(a) either party’s liability for death or personal injury caused by its own negligence;
(b) either party’s liability for fraud or fraudulent misrepresentation; or
(c) section 2 of the Supply of Goods and Services Act 1982 or any other liability which cannot be excluded by law.
12.3 This Contract sets forth the full extent of the Supplier’s obligations and liabilities in respect of the Hired Goods and its hiring to the Client. In particular, there are no conditions, warranties, or other terms, express or implied, including as to quality, fitness for a particular purpose or any other kind whatsoever, that are binding on the Supplier except as specifically stated in this Contract. Any condition, warranty or other term concerning the Hired Goods which might otherwise be implied into or incorporated within this Contract, whether by statute, common law or otherwise, is expressly excluded.
12.4 Without prejudice to Clause 12.2, the Supplier shall not be liable under this Contract for any:
(a) loss of profit or revenue (whether direct or indirect);
(b) loss of sales or business (whether direct or indirect);
(c) special loss or damage;
(d) damage to goodwill (whether direct or indirect);
(e) any direct or indirect loss or damage (including death and injury) caused by the Client or it’s guests, officers, employees, agents and contractors misuse, tampering or failure to adhere to instructions provided by the Supplier and/or their obligations under Clause 9.1;
(f) any injury or issues arising from heavy lifting or transportation of Coolers & Kegs (in accordance with Clause 3.3(a))
(g) indirect or consequential loss or damage,
13. Termination
13.1 Without affecting any other right or remedy available to it, the Supplier may terminate the Contract by giving the Client 30 days written notice, prior to the Commencement Date. In such circumstances, the Supplier will refund any deposit paid by the Client within 7 days.
13.2 Without affecting any other right or remedy available to it, Supplier may terminate the Contract with immediate effect by giving written notice to the other party upon the happening of any of the following events to terminate the Contract without prejudice to any accrued rights or remedies under the Contract, where the Client:
(a) commits a fundamental breach of the terms of this Contract (which includes breaching Clause 3.7) and if so the fee stipulated at Clause 14.3 will be applicable and payable;
(b) fails to pay any amount due under the Contract on the due date for payment;
(c) provides the designated venue which is not fit for purpose and/or unsuitable (in the Suppliers opinion) for the supply of the Hired Goods and Services;
(d) shall do or allow to be done any act or thing which in the reasonable opinion of the Supplier may jeopardise their rights in the Hired Goods or any part thereof; and
(e) if any distress, execution, or other legal process in respect of either party shall be levied on or against the Hired Goods or any part thereof or against any premises where the same may be or against any of the party’s goods or other property or the party shall permit any judgment against it to remain unsatisfied for 7 days;
(f) takes any step or action in connection with its entering bankruptcy, administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business;
(g) (where applicable) suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business;
(h) financial position deteriorates to such an extent that in the terminating party’s opinion the other party’s capability to adequately fulfil its obligations under the Contract has been placed in jeopardy; or
(i) (where applicable) has a change of control.
13.3 Without affecting any other right or remedy available to it, the Client may terminate the Contract prior to the Commencement Date, by giving at least 21 days written notice to the Supplier subject to them paying the cancellation fees stipulated at Clause 14.2.
13.4 Without affecting any other right or remedy available to it, the Client may terminate the Contract with immediate effect by giving written notice to the Supplier upon the happening of any of the following events to terminate the Contract without prejudice to any accrued rights or remedies under the Contract, where the Supplier:
(a) commits a material breach of its obligations under the Contract and (if such breach is remediable) fails to remedy that breach within 24 hours after receipt of notice in writing to do so;
(b) takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business;
(c) suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business.
13.5 On termination of the Contract, the Client shall (unless otherwise agreed with the Supplier) return the Hired Goods to the Supplier as agreed between the parties.
13.6 This Contract shall automatically terminate if a Total Loss occurs in relation to the Hired Goods (and Clause 14.1(d)(ii) will apply).
14. Consequences of termination
14.1 Upon termination of this Contract, however caused:
(a) the Supplier may, by its authorised representatives, and at its own cost, retake possession of the Hired Goods and for this purpose may enter the Site or any premises at which the Hired Goods are located;
(b) the Client shall make Hired Goods available for collection by the Supplier at a date and time agreed by the parties. The parties agree that the condition of any returned Hired Goods will be commensurate with the Hired Goods’ intended use, age and any fair wear and tear;
(c) notwithstanding the Supplier’s responsibility to collect the Hired Goods upon the expiry or termination of the Contract, the Client shall at its own expense ensure the safe and proper storage of the Hired Goods until the Hired Goods are collected by the Supplier;
(d) without prejudice to any other rights or remedies of the Client, the Client shall pay to the Supplier immediately on demand:
(i) all of the Supplier’s outstanding unpaid invoices and interest and, in respect of the agreed Hired Goods and Services but for which no invoice has been submitted, the Supplier shall submit an invoice;
(ii) any Penalty Fee’s which they are liable for under the terms of this Contract;
(iii) in the case of a Total Loss, caused by the Client, the replacement cost for the Hired Goods;
(iv) in the circumstances where the Client has caused damage to the Hired Goods, the fee to pay for the repairs;
(v) any costs and expenses incurred by the Supplier in recovering the Hired Goods and/or in collecting any sums due under this Contract (including any storage, insurance, repair, and transport costs).
14.2 Subject to the Client terminating the contract in accordance with Clause 13.3 the Client will be obliged to pay a cancellation fee (where applicable) on the following basis:
(a) If cancelled at any point prior to 21 days of the Commencement Date – deposit amount paid in full;
(b) If cancelled within 21 days prior to Commencement Date – minimum agreed bar spend.
14.3 If the Supplier is required to terminate the Contract with immediate effect due to a fundamental breach, in accordance with Clause 13.2(a) then the client will be liable to pay a fee of £250.00, due within 24 hours of invoice.
14.4 Termination or expiry of this Contract shall not affect any rights, remedies, obligations, or liabilities of the parties that have accrued up to the date of termination or expiry, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination or expiry.
14.5 Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination or expiry of the Contract shall remain in full force and effect.
15. Force majeure
Neither party shall be liable for failure to perform, nor be deemed to be in default, under this Contract for any delay or failure in performance resulting from causes beyond its reasonable control, including but not limited to acts of God, acts of Governmental authorities, acts of terrorism, natural catastrophe, fire, storm, flood, earthquake, riot, insurrection, civil disturbance, sabotage, embargo, blockade, acts of war, accident, lightning damage, electromagnetic interference, radio interference, strikes, industrial dispute, power failure or any other cause beyond its reasonable control.
16. Data Processing
16.1 The Client and the Supplier acknowledge that for the purposes of General Data Protection Regulation (GDPR), the Client is the Data Controller, and the Supplier is the Data Processor in respect of any Personal Data.
16.2 The Supplier shall process the Personal Data only in accordance with the Client’s instructions from time to time and shall not process the Personal Data for any purposes other than those expressly authorised by the Client.
16.3 The Supplier will take all reasonable measures to ensure they adhere to its obligations under Articles 30 and 32 of GDPR taking into account the information that the Data controller has made available to it.
16.4 The Supplier shall take reasonable steps to ensure the reliability of all its employees who have access to the Personal Data.
16.5 Each party warrants to the other that it will process the Personal Data in compliance with all applicable laws, enactments, regulations, orders, standards, and other similar instruments.
16.6 The Supplier warrants that, having regard to the state of technological development and the costs of implementing any measures, it will:
(a) take appropriate technical and organisational measures against the unauthorised or unlawful processing of Personal Data and against the accidental loss or destruction of, or damage to, Personal Data to ensure a level of security appropriate to:
(i) the harm that might result from such unauthorised or unlawful processing or accidental loss, destruction, or damage; and
(ii) the nature of the data to be protected.
(b) take reasonable steps to ensure compliance with those measures.
16.7 Each party agrees to indemnify and keep indemnified and defend at its own expense the other party against all costs, claims, damages or expenses incurred by the other party or for which the other party may become liable due to any failure by the first party or its employees or agents to comply with any of its obligations under this Clause 16.
16.8 The Client acknowledges that the Supplier is reliant on the Client for direction as to the extent to which the Supplier is entitled to use and process the Personal Data. Consequently, the Supplier will not be liable for any claim brought by a Data Subject arising from any action or omission by the Supplier, to the extent that such action or omission resulted directly from the Client’s instructions.
17. Confidentiality
17.1 Each party undertakes that it shall not at any time during the Contract, and for a period of five years after termination of the Contract, disclose to any person any confidential information concerning the business, affairs, Client’s, Client’s or Suppliers of the other party, except as permitted by Clause 17.2;
17.2 Each party may disclose the other party’s confidential information:
(a) to its employees, officers, representatives, subcontractors, or advisers who need to know such information for the purposes of carrying out the party’s obligations under the Contract. Each party shall ensure that its employees, officers, representatives, subcontractors or advisers to whom it discloses the other party’s confidential information comply with this Clause 17; and
(b) as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
17.3 Neither party shall use the other party’s confidential information for any purpose other than to perform its obligations under the Contract.
18. Assignment and other dealings
18.1 The Supplier may at any time assign, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any or all of its rights and obligations under the Contract.
18.2 The Client shall not assign, transfer, mortgage, charge, subcontract, declare a trust over Entire Contract.
19. Variation
19.1 No variation of this Contract shall be effective unless it is in writing and signed by the parties (or their authorised representatives).
20. No partnership or agency
20.1 Nothing in this Contract is intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, constitute any party the agent of another party, or authorise any party to make or enter into any commitments for or on behalf of any other party.
20.2 Each party confirms it is acting on its own behalf and not for the benefit of any other person.
21. Third party rights
The Contract does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract
22. Notices
22.1 Any notice or other communication given to a party under or in connection with the Contract shall be in writing and shall be delivered by hand or by pre-paid first-class post or other next working day delivery service at its principal place of business; or sent by email to the address specified in the quote or order.
22.2 Any notice or other communication shall be deemed to have been received: if delivered by hand, on signature of a delivery receipt or at the time the notice is left at the proper address; if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second Business Day after posting or at the time recorded by the delivery service; or, if sent by fax or email, at 9.00am on the next Business Day after transmission.
22.3 This clause does not apply to the service of any proceedings or other documents in any legal.
23. Waiver
No failure or delay by a party to exercise any right or remedy provided under this Contract or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
24. Rights and remedies
Except as expressly provided in this Contract, the rights and remedies provided under this Contract are in addition to, and not exclusive of, any rights or remedies provided by law.
25. Severance
If any provision or part-provision of this Contract is or becomes invalid, illegal, or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal, and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of this Contract.
26. Governing law
This Contract and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.
27. Jurisdiction
Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Contract or its subject matter or formation (including non-contractual disputes or claims).
The following fees will apply to this Contract:
Bar Equipment Hire and sale of Kegs (in accordance with Clause 3.3(a)):
| Damage Deposit | £150.00 |
| Hire Cost of Equipment | TBC in Quote and payable in advance on receipt of invoice |
| Cost of Sales (Kegs) | TBC in Quote and payable in advance on receipt of invoice |
| Delivery & Commission Fee | TBC in Quote and payable in advance on receipt of invoice |
| Collection Fee | TBC in Quote and payable in advance on receipt of invoice |
Damage Deposit:
If the Client returns the Hired Goods in satisfactory condition (following inspection by the Supplier), the Supplier will refund the Damage Deposit within 7 days.
Late Return Fee:
If the Client returns the Hire Goods late, they will be liable for and obliged to pay a Late Return Fee of £100.00 per day.
Host Bar, Bar Hire and/or Bar Equipment including portable structures (in accordance with Clauses 3.3(b)&(c)):
Host Paid Bar:
If Booking is made more than 30 days before the event date:
| Deposit | £150.00 or 20% of Agreed minimum spend, (amount confirmed in Quote), whichever is larger – payable within 7 days of invoice |
| Remainder of agreed Minimum Spend | Amount TBC in Quote and payable 30 days prior to event |
| Post Event Fee | If the Client exceeds the agreed minimum spend, the Supplier will invoice for the excess amount, after the event, with the invoice payable within 7 days. |
If Booking is made less than 30 days before the event date:
| Agreed Minimum Spend in full | Amount TBC in Quote and payable immediately upon receipt of invoice |
| Post Event Fee | If the Client exceeds the agreed minimum spend, the Supplier will invoice for the excess amount, after the event, with the invoice payable within 7 days. |
Bar Hire and/or Bar Equipment including portable structures:
| Deposit | £150.00 or 20% of Agreed minimum spend, (amount confirmed in Quote) payable within 7 days of invoice |
| Post Event Refund; or | If the agreed minimum spend is met, the Supplier will refund the Client the deposit, less the £21.00 TENs fee (where applicable). |
| Post Event Fee | If the minimum spend is not met, the Client will be liable to pay the remainder of the agreed minimum spend plus the TENs fee (£21.00), following the deduction of the Deposit, payable within 7 days of invoice |
Penalty Charge:
The Client will be liable to pay a Penalty Charge of £250.00 (in addition to any other applicable fees) in accordance with these Terms and in particular Clauses 3.7, 5.4, 13.2 & 14.3