HIRE AGREEMENT TERMS AND CONDITIONS
1 CONSIDERATION
1.1 This agreement (Agreement, which term shall be deemed to include the packing list as defined below) is entered into in consideration of the mutual promises and covenants set out herein, including evidence of the existence of the Insurance Policies (as defined in clause 8.4 below), and in consideration of £1 paid by each party to the other hereto, the receipt and adequacy of which is hereby acknowledged.
2 EQUIPMENT HIRE
2.1 Morpheus rentals shall hire to the Client the equipment (Equipment) as more specifically detailed in the packing list to which these terms are attached (packing list) in accordance with the dates set out in the packing list (Hire Period) or on such other dates as may be agreed in writing between the parties.
2.2 Morpheus rentals agrees that the Equipment shall be of first class technical quality. All costs of collection and/or delivery of the Equipment shall be met by the Client.
2.3 The Client's Nominated Representative for the purposes of liaising and co-ordinating with Morpheus rentals in respect of this Agreement shall be as set out in the packing list.
2.4 You give “Morpheus Rentals” the right to photograph and store the “clients” personal data for the purpose of section 5.1
2.5 The “client” will give permission to “Morpheus rentals” To hold onto “clients” Passport for the duration of the “rental period”
2.6 “morpheus rentals” will store the “clients” personal information for upto 3 months after the “rental period” after which time "morpheus rentals" will destroy any paper or digital data contents
3 PAYMENT AND BILLING
3.1 The cost of the hire of the Equipment set out under the packing list and shall hereafter be referred to as the Invoice. It is agreed and acknowledged that the Invoice has been calculated based upon the information given by the Client to Morpheus rentals prior to the date of this agreement and upon the Equipment and the Hire Period described in this Agreement
3.2 Subject to Morpheus rentals' and the Client's signature of the packing list, the Client shall pay Morpheus rentals by invoice or by the online booking system , it being agreed however that Morpheus rentals reserves the right to accept payment in full within 30 days at Morpheus rentals' sole discretion. For the avoidance of doubt, in no circumstances shall Morpheus rentals accept payment by cash. The time of payment shall be of the essence, and in the event of late payment, Morpheus rentals may charge interest on all sums overdue at the monthly rate of 10% above the base rate of the Royal Bank of Scotland from time to time calculated from the due date until payment is made.
3.3 Payments to Morpheus rentals under this Agreement shall be made in full without any deduction, discount, set off or abatement unless required by law.
3.4 The client gives authorisation to Morpheus rentals to charge the card on file for any future billing such as late returns, damages or authorised rental period extensions
4 CHANGES & CANCELLATIONS
4.1 In the event that the Client requires any changes to the Equipment and/or the Hire Period (each, a Change) the Client shall confirm the same in writing to Morpheus rentals as soon as possible.
4.2 If such Change(s) will result in an increase in the Invoice and/or an amendment to the hire period or the Payment packing list, the Client will make payment of any such increase within 24 hours of receiving notice of the same from Morpheus rentals. Only upon receipt by Morpheus rentals of such payment shall this Agreement be deemed amended accordingly to include such Change(s). For the avoidance of doubt, Morpheus rentals shall not be liable for any further costs incurred as a result of the Changes.
4.3 In the event that this Agreement is cancelled or otherwise terminated by the Client within 48 hours prior to commencement of the Hire Period, Morpheus rentals shall be entitled to require that the Client pay the Invoice in full.
4.4 If the Client cancels or otherwise terminates this Agreement after commencement of the Hire Period, any sums already paid to Morpheus rentals prior to the date of cancellation or termination shall be non-refundable and any sums due to be paid to Morpheus rentals under the Payment packing list prior to the time of such cancellation shall be immediately paid and the Client shall further be required to pay to Morpheus rentals (to the extent not already paid) any verifiable costs incurred by Morpheus rentals in connection with the hire of the Equipment and may incur a surcharge at Morpheus rentals' sole discretion.
4.5 In the Unlikely event that Morpheus rentals cancels the booking, Morpheus rentals will not be responsible for any expenses the client has incurred in making the booking.
5 DELIVERY
5.1 On "Morpheus rentals" approval of the Client's identification. Accepted forms of identifications are valid Driving license/EU Passport and a recent utility bill (within the last three months) Morpheus rentals shall make available the Equipment for collection by the Client (unless otherwise agreed by Morpheus rentals in writing) from the location set out in the packing list (Collection Point), in accordance with the dates set out in the Hire Period unless a Change has been previously agreed in accordance with clause 4 above or otherwise agreed in writing by both Parties. For the avoidance of doubt, "Morpheus rentals" reserves the right to withhold the Equipment until such identification has been approved. If such identifications are not submitted"morpheus rentals" reserves the right to cancel the booking
5.2 Subject to clause 5.1, Morpheus rentals shall make the equipment available to the customer on the "pick up" date between 09:00-17:00 & The customer will make sure the equipment shall make the equipment available to a courier to pick up between 10:00-17:00 or return the equipment to a collection point by 13:00 on the "return day"
5.3 On the Client's physical receipt of the Equipment, the Client shall have a period of up to 24 hours (Rejection Period) in which to inform Morpheus rentals that the Equipment does not conform to the technical specifications set out in the packing list or otherwise in this Agreement. In the event that Morpheus rentals are unable to remedy such defect, the Client shall be entitled to reject the Equipment. Any rejection of the Equipment must be set out by the Client in a written notice to Morpheus rentals (Rejection Notice) stating the reasons why the equipment does not conform to the requirements of this Agreement. If Morpheus rentals does not receive any Rejection Notice within the Rejection Period, the Client shall be deemed to have accepted the Equipment.
5.4 On receipt of a Rejection Notice, Morpheus rentals shall either dispute the Rejection Notice in accordance with clause
5.5 below or shall use its reasonable efforts to repair and/or replace, free of charge, the Equipment, as reasonably necessary, to ensure that the Equipment conforms to the requirements of the Rejection Notice and redeliver the Equipment to the Client. Thereafter, the provisions of this clause 5 shall apply to such redelivered Equipment.
5.6 Morpheus rentals shall be entitled to dispute any Rejection Notice upon its receipt of the same by providing the Client with the following (each a Rejection Reply):
5.6.1 evidence that the Equipment does in fact conform to the requirements of this Agreement
5.5.2 evidence that any defect in the Equipment was caused by the Client incorrectly operating the Equipment or the Client attempting to remedy any default in the Equipment itself.
5.7 If the parties have not resolved any resulting dispute through good faith negotiations within 2 business days of Morpheus rentals' delivery of a Rejection Reply, the Client shall have the right to appoint an independent expert to arbitrate on the dispute, subject to Morpheus rentals' approval of such independent expert (such approval not to be unreasonably withheld). If the independent expert gives notice that Morpheus rentals' Rejection Reply is satisfactory, then the Client shall (i) accept the Equipment, (ii) pay to Morpheus rentals the costs of any replacements to the Equipment supplied by Morpheus rentals (even if not used by the client) and ancillary costs related thereto (e.g. transportation costs), and (iii) pay all of the independent expert's costs. If the independent expert directs Morpheus rentals to repair and/or replace the equipment, as reasonably necessary, to ensure that the Equipment conforms to the requirements of this Agreement, then Morpheus rentals shall repair and/or replace the equipment as necessary and shall pay all of the independent expert's costs unless the independent expert directs otherwise.
6 HEALTH AND SAFETY
6.1 The Client agrees do all that is necessary to protect the health and safety of all of the Client's employees whilst using the Equipment, and also that of members of the public or any contractors who may be affected by the Client's use of the Equipment and to adopt and implement a health and safety policy as necessary to cover any loss or damage as may occur from use of the Equipment during the Hire Period.
6.2 It shall be the Client's responsibility to request, obtain (whether from Morpheus rentals or a third party) and correctly install any additional materials the purpose of which is to assist with the use of the Equipment in a safe manner as may be necessary.
6.3 Morpheus rentals hereby warrants and undertakes to and with the Client that the Equipment shall substantially conform to its specification set out in the packing list and shall be of satisfactory quality and fit for any purpose held out by the Client, subject to clause 5 above; and the Client has not entered into and shall not enter into any agreement which will or might conflict with the terms of this Agreement.
7 CLIENT'S WARRANTIES AND INDEMNITY
7.1 The Client warrants to Morpheus rentals that: the Equipment shall be kept and operated in a suitable environment, and the "Client" will obtain "Morpheus rentals" prior written consent if the Equipment or any part thereof will be removed from the UK or used in a hazardous environment. For the avoidance of doubt, the Client shall in no circumstances take the Equipment to a country at the time of the Hire Period advised by the Foreign Office as being not suitable for any travel or any non-essential travel as published on
7.2 the Equipment shall be used only for the purposes for which the Equipment is designed and shall only be operated in a proper manner by trained competent staff in accordance with any operating and safety instructions provided by Morpheus rentals
7.2 The Client shall maintain at its own expense the Equipment in good and substantial repair in order to keep it in as good an operating condition as it was on the commencement of the Hire Period (fair wear and tear only excepted) and shall reimburse Morpheus rentals for the replacement of worn, damaged and lost parts, and the Client shall inform Morpheus rentals as soon as the Client is aware of any damage to the Equipment or of the Equipment not functioning properly. For the avoidance of doubt, the Client shall not replace or repair the equipment itself and Morpheus rentals reserves the right to charge a penalty in the event that any such attempt to repair or replace the Equipment is made by the Client
7.3 The Client shall at all times keep the Equipment in the Client's possession or control and shall keep "Morpheus rentals" informed of its location and the Client shall not at any time leave the Equipment unattended in vehicles, including taxis (unless such vehicle is a licensed and insured courier), public place or unsecured building.
7.4 The Client shall return the equipment to either to one of Morpheus rentals couriers or an approved collection point. unless otherwise agreed by Morpheus rentals in writing. Morpheus rentals reserves the right to automatically charge the "client" 2x the daily rate for each day beyond the Hire Period (unless otherwise previously agreed in accordance with clause 5 above) for which the Equipment is late in being returned. If the equipment is still not returned after 7 working days Morpheus rentals will presume the equipment has been stollen & will seek legal action to recover the equipment.
7.5 The Client shall indemnify Morpheus rentals, its directors, employees, contractors and agents against any and all liability, costs, expenses, claims and demands of any nature whatsoever, arising out of or in connection with any breach by the Client of any warranties, representations or agreements set out herein or otherwise in relation to the hire of the Equipment, save where caused directly and solely due to the negligence or wilful default of Morpheus rentals.
8 TITLE, RISK, LIABILITY AND INSURANCE
8.1 The Equipment shall at all times remain the property of Morpheus rentals, and the Client shall have no right, title or interest in or to the Equipment (save the right to possession and use of the "Equipment" subject to the terms of this Agreement). The risk of loss, theft or damage to the "equipment" shall pass to the Client on the Client taking possession of the "equipment" and shall remain the Client's sole risk during the Hire Period and any further term during which the Equipment is in the Client's possession.
8.2 Morpheus rentals shall not be liable to the Client for:
8.2.1 Any loss or damage to the Client's property or for any loss, personal injury or death suffered by the Client or its employees or agents other than that caused by the wilful negligence of "Morpheus rentals".
8.2.2 Any loss, damage or costs or expenses of any nature whatsoever incurred or suffered by the "Client" of an indirect or consequential nature including without limitation any economic loss or other loss of turnover, profits, business or goodwill.
8.2.3 any loss or damage incurred by the Client with respect to lost or wiped data, it being agreed that the Client shall be responsible for carrying out data backups in connection with the Equipment. For the avoidance of doubt, the Client acknowledges that Morpheus rentals wipe all media cards included in the Equipment on or prior to return of the Equipment.
8.3 The aggregate liability of Morpheus rentals in respect of any loss suffered by the Client as a result of Morpheus rentals' negligence or failure to comply with the terms of this Agreement shall be no greater that a sum equal to that part of the Invoice that has been paid to Morpheus rentals
8.3 At the applicable time, save in the case of death or personal injury due to Morpheus rentals' negligence or for any losses suffered in consequence of Morpheus rentals fraud.
8.4 Morpheus rentals shall not be held in any way responsible for any failure to fulfil its obligations under this Agreement if such failure has been caused (directly or indirectly) by circumstances beyond its control. This shall include (but is not limited to) accident or equipment failure, war, riot, industrial action or act of terrorism.
8.4 The Client shall during the Hire Period, at its own expense, obtain and maintain (i) "hire in insurance" of the Equipment, which insurance shall be of a value no less than the full value of replacing the "Equipment" and which "hire in insurance" shall include cover for all loss or damage thereto, and (ii) insurance to cover any loss of hire incurred by Morpheus rentals for a minimum of 8 weeks (together, the Insurance Policies)
8.5 In the event that the total aggregate value of the Equipment is in excess of £15,000, the Client will be required to purchase insurance from a third party provider.
8.6 In the event that the total aggregate value of the Equipment is £15,000 or less, the Client may either (i) purchase insurance cover from a third party or (ii) pay the Damage Waiver in accordance with clause
8.7 In the event that the total aggregate value of the Equipment is £15,000 or less, and the "Client" opts not to purchase insurance cover for the Equipment from a third party, the Client may pay to Morpheus rentals an additional payment of 20% of the Invoice (Damage/Subrogation Waiver) for which Morpheus rentals will ensure the Equipment is covered by Morpheus rentals' own insurance policy. In this event.
8.8 In the event of a claim, the Client will be responsible for the payment of Morpheus rentals insurance policy excess of £250. In the event that loss or damage/repair costs are below £250 then a claim cannot be made and the Client will be charged the related cost.
8.9 The Client agrees to work with and offer every assistance to Morpheus rentals' when a claim is being investigated under Morpheus rentals' insurance policy and the Client will maintain at all times a duty of care when responsible for the Equipment and be mindful of the Client's need to comply with the terms and conditions of the Agreement and the terms of Morpheus rentals own insurance policy in relation to the Equipment (which Morpheus rentals shall provide to the Client)
8.10 The Client confirms that they have read, understood, and agreed to the terms of the payment of the Damage Waiver and Morpheus rentals' insurance policy in relation to the Equipment.
8.11 In the event that the Client opts and Morpheus rentals agrees for the client to pay the Damage Waiver and for the Equipment to be the Client confirms they have read, understood and agree to the terms of purchasing insurance from Morpheus rentals.
8.12 Notwithstanding clauses 8.6 and 8.7 above, Morpheus rentals reserves the right to decline the Client's offer to pay the Damage Waiver and to add the Equipment to "Morpheus rentals" own insurance policy for any reason.
8.13 In the event that the Client purchases insurance cover for the Equipment from a third party provider The Client (so far as necessary) shall irrevocably authorise its insurers to pay to "Morpheus rentals" all monies payable under such insurance in respect of any loss or damage suffered by Morpheus rentals
8.14 The Client further irrevocably authorises Morpheus rentals (i) in the name and on behalf of the Client to make any claim or claims against insurers in respect of any loss of or damage to the "Equipment" or any part of it and to settle or compromise such claim and (ii) to receive from and acknowledge receipt to the insurers for any monies payable by the insurers.
9 TERMINATION
9.1 Morpheus rentals shall be entitled to terminate this Agreement by written notice to the Client to any of the following events but not limited too
9.1.1 failure by the Client to pay any sum due to Morpheus rentals on the due date
9.1.2 breach by the Client of any of the terms of this Agreement which term(s), if curable, Client has failed to remedy within 5 business days of request by Morpheus rentals in a written notice to the Client specifying such breach.
9.1.3 the Client convening a meeting of its creditors or proposing or making any arrangement or composition with, or any assignment for the benefit of, its creditors or commencing negotiations with a view to the general readjustment or re- scheduling of all or any part of its liabilities or a petition being presented or a meeting convened for the purpose of considering a resolution or other steps being taken for making an administration order against or for the winding up or dissolution of the Client (other than for the purposes of and followed by a reconstruction previously approved in writing by Morpheus rentals), in each case which is not discharged within 21 days.
9.1.4 A trustee, administrator, administrative or other receiver or encumbrancer being appointed over or taking any step with a view to taking possession of all or any part of the assets of the Client or any person taking any step to levy, enforce upon or sue on any distress, execution, sequestration, attachment or other process against any of those assets.
9.1.5 The Client being deemed unable to pay its debts within the meaning of Section 123 of the Insolvency Act 1986 or becoming unable to pay its debts as they fall due or suspending or threatening to suspend making payments with respect to all or any class of its debts.
9.2 Upon termination of this Agreement by Morpheus rentals:
9.2.1 Morpheus rentals may, without notice and at the Client's expense, retake possession of the "Equipment" and for this purpose may enter the Client's premises or the location at which the Equipment is being held; and the Client shall pay to Morpheus rentals on demand all outstanding sums then accrued and owing within 14 days of the date of termination.
10 FORCE MAJEURE
Neither party shall be in breach of this Agreement nor liable for delay in performing, or failure to perform, any of its obligations under this Agreement if such delay or failure results from events, circumstances or causes beyond its reasonable control. In such instance, the affected party shall be entitled to a reasonable extension of the time for performing such obligations, if possible.
11 MISCELLANEOUS PROVISIONS
11.1 No failure or delay by either of the parties hereto in exercising any right, power or privilege under this Agreement shall operate as a waiver thereof nor shall any single or partial exercise by either of them of any right, power or privilege preclude any further exercise thereof or the exercise of any other right, power or privilege.
11.2 The rights and remedies herein provided are cumulative and not exclusive of any rights and remedies provided by law.
11.3 This Agreement is personal to the parties and neither party shall assign, transfer, mortgage, charge, subcontract, declare a trust over or deal in any other manner with any of its rights and obligations under this Agreement.
11.4 Any notice given under this Agreement shall be in writing and in English and shall be served by delivering it by hand or by sending it by post (including prepaid recorded or special delivery post) or by email to the address, or email address set out below for the attention of the other party. Any such notice shall be deemed to have been received:
11.4.1 If hand delivered or sent by prepaid recorded or special delivery post at the time of delivery.
11.4.2 If sent by post (other than by prepaid recorded or special delivery post) 2 business days (being any day other than a Saturday or Sunday on which banks in England are open for business) from the date of posting.
11.4.3 If sent by email, on transmission of such email, provided that no error or non-delivery message is subsequently received by the sender and subject to the original notice being sent by post, personal delivery or courier in accordance with this clause, not later than the next business day after such transmission.
11.5 The names and addresses set out in the packing list concerning notices to all parties hereto shall be deemed to be the place where accounting statements and payments as may be required under this Agreement may be sent.
11.6 The headings to Clauses do not form part of and shall not be read into the construction of this Agreement.
11.7 If any one or more of the provisions contained in this Agreement shall be invalid, illegal or unenforceable in any respect the validity, legality and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired thereby.
11.8 A person who is not a party to this Agreement shall have no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement, but this shall not affect any right or remedy which exists or is available otherwise than pursuant to that Act.
11.9 This Agreement does not constitute and shall not be construed as constituting an agency, partnership or joint venture relationship between Morpheus rentals and ClientThis Agreement shall be governed by and construed in accordance with the laws of England and Wales, the courts of which will be the courts of competent jurisdiction.
.logo-b2e105c50d1b4cf4528fff413457d8a9ae5cc1497d6b784d2ab064e01cf96d03.png){kind=logo}