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Davro House
Granites Farm
Granites Chase
Billericay
Essex
CM11 2UQ


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Terms & Conditions

Terms & Conditions – Davro Site Services T/A Davlav

1. INTERPRETATION 

1.1 In these conditions the following words have the following meanings:

“Contract” means a contract which incorporates these conditions and made between the Customer and the Supplier for the hire of the Hire Goods;

Customer” means the person, firm, company or other organisation hiring the Hire Goods;

“Deposit” means any advance payment paid or to be paid by the Customer in relation to the Hire Goods which is to be held as security by the Supplier;

“Force Majeure” means any event outside a party’s reasonable control including but not limited to acts of God, war, flood, fire, labour disputes, strikes, subcontractors, lock-outs, riots, civil commotion, malicious damage, explosion, terrorism, governmental actions and any other similar events;

“Hire Goods” means a Hire Vehicle or any machine, article, tool and/or device together with any accessories specified in a Contract which are hired to the Customer;

“Hire Period” means the period commencing when the Customer holds the Hire Goods on hire (including Saturdays Sundays Bank Holidays and any periods of closure for festive occasions) and ending upon the agreed end date as indicated on the Contract or the happening of any of the following events (whichever is the later): (i) the physical return of the Hire Goods by the Customer into the Supplier’s possession; or (ii) the physical repossession or collection of Hire Goods by the Supplier;

“Hire Vehicle” means any vehicle which is hired to the Customer and includes all parts, machines, articles, tools and accessories fitted to it at the commencement of the Hire Period;

“Liability” means liability for any and all damages, claims, proceedings, actions, awards, expenses, costs and any other losses and/or liabilities;

“Rental” means the Supplier’s charging rate for the hire of the Hire Goods which is current from time to time during the Hire Period;

“Services” means the services and/or work (if any) to be performed by the Supplier for the Customer in conjunction with the hire of the Hire Goods including any delivery and/or collection service for the Hire Goods;

“Service Day” means the day upon which the Hire Goods are scheduled for cleaning;

“Site” means the Customer’s designated location for the Hire Goods;

“Supplier” means Davro Site Services Limited registered in England No: 1689131 and includes its employees, servants, agents and/or duty authorised representatives.

2. BASIS OF CONTRACT 

2.1 Order of the Hire Goods shall be made by any of the following means:

2.1.1 email;

2.1.2 fax;

2.1.3 post; or

2.1.4 telephone from the Customer to the Supplier,

any of which shall constitute a valid offer.

2.2 The order shall be deemed to be accepted when the Supplier issues written acceptance of the order and the Contract shall come into existence.

2.3 The Hire Goods are hired subject to them being available for hire to the Customer at the time required by the Customer. The Supplier will not be liable for any loss suffered by the Customer as a result of the Hire Goods being unavailable for hire where the Hire Goods are unavailable due to circumstances beyond the Supplier’s control. Without prejudice to and notwithstanding anything in this clause 2.3, the Supplier reserves the right to provide Hire Goods similar or comparable to those ordered by the Customer, at the Supplier’s discretion. If the Customer does not wish to accept the alternative Hire Goods provided by the Supplier, it shall be entitled to reject the Hire Goods.

2.4 Where hire of the Hire Goods is to a Customer who is an individual and the hire would be covered by the Consumer Credit Act 1974, the duration of the Hire Period shall not exceed 3 months, after which time the Contract shall be deemed to have automatically terminated. Accordingly, the hire of any Hire Goods is not covered by the Consumer Credit Act 1974. The Customer warrants that it is hiring the Hire Goods in the ordinary course of its business.

2.5 Nothing in this Contract shall exclude or limit any statutory rights of the Customer which may not be excluded or limited due to the Customer acting as a consumer. For further information about your statutory rights, contact your local authority Trading Standards Department or Citizens Advice Bureau.

3. PAYMENT 

3.1 The amount of any Deposit, Rental and/or charges for any Services and any other charges connected with the Services shall be as quoted to the Customer or otherwise as shown in the Supplier’s current price list from time to time. Where a Deposit is required for the Hire Goods, it must be paid in advance of the Customer hiring the Hire Goods. The Supplier may also require an initial payment on account of the Rental in advance of the Customer hiring the Hire Goods. The Customer may be required to produce a valid credit card with an expiry date of after the end of the Hire Period.

3.2 The Customer shall pay the Deposit, Rental, charges for any Services and/or any other sums payable under the Contract to the Supplier at the time and in the manner agreed. The Supplier’s prices are, unless otherwise stated, exclusive of any applicable VAT for which the Customer shall additionally be liable. The Rental shall commence from the date stated on the acknowledgment of order, delivery ticket or if no such date is stated, the date upon which the Hire Goods are made available for collection by or delivery to the Customer. The Supplier may make charges for any abortive delivery or collection of the Hire Goods including charging for waiting times at an hourly rate if the Customer has not complied with the terms of the Contract in relation to such delivery collections or supply.

3.3 Payments by the Customer on time under the Contract are an essential condition of the Contract. Payment shall not be deemed to be made until the Supplier has received either cash or cleared funds in respect of the full amount outstanding. If the Customer does not have an account with the Supplier, the Customer must pay the Supplier when the Customer places the order. Where the Customer holds an account with the Supplier sums must be paid to the Supplier in accordance with the terms of the account held. Where the Customer disputes any amount that the Supplier has invoiced the Customer, the Customer must notify the Supplier of this within 21 days from the date of the invoice. If the Customer fails to do this, the invoice will be deemed to be correct.

3.4 If the Customer fails to make any payment in full on the due date, the Supplier may charge the Customer interest (both before and after judgment) on the amount unpaid at the rate of 4% above the base rate from time to time of the Supplier’s bank. Such interest shall be compounded quarterly.

3.5 Any failure to settle any sums due under an account on the agreed terms of payment could result in all services offered being suspended and all Hire Goods collected from site with immediate effect.

3.6 The Customer shall pay all sums due to the Supplier under this Contract without any set-off, deduction, counterclaim and/or any other withholding of monies.

3.7 The Supplier may set a reasonable credit limit for the Customer from time to time. The Supplier reserves the right to terminate or suspend the Contract and/or the provision of Services if allowing it to continue would result in the Customer exceeding its credit limit or the credit limit is already exceeded.

3.8 In the event of an order being cancelled or aborted in full or in part by the Customer then the full amount of any outstanding Deposit, Rental and/or charges shall be payable to the Supplier.

4. RISK OWNERSHIP AND INSURANCE 

4.1 Risk in the Hire Goods shall pass immediately to the Customer when they leave the physical possession or control of the Supplier at any time after acceptance.

4.2 Risk in the Hire Goods shall not pass back to the Supplier from the Customer until the Hire Goods are back in the physical possession of the Supplier. This shall apply even if the Supplier has agreed to cease charging the Rental.

4.3 Ownership of the Hire Goods remains at all times with the Supplier. The Customer has no right, title or interest in the Hire Goods except that they are hired to the Customer.

4.4 The Customer must not deal with the ownership or any interest in the Hire Goods. This includes but is not limited to selling, assigning, mortgaging, pledging, charging, securing, hiring, withholding, exerting any right to withhold, disposing of and/or lending.

4.5 Except as provided in Clauses 4.6, 4.7 and 4.8 the Supplier shall require the Customer to insure the Hire Goods on such reasonable terms and for such reasonable risks as the Supplier will specify. The proceeds of any such insurance shall be held by the Customer on trust for the Supplier and be paid to the Supplier on demand. The Customer must not compromise any claim in respect of the Hire Goods and/or any associated insurance without the Supplier’s written consent.

4.6 The Customer shall during the period in which the Customer has possession of the Hire Goods insure all Hire Goods against bodily injury and/or property damage that the Customer might inflict on a third party as a result of an accident involving the Hire Good.

4.7 The Customer shall be responsible for taking out additional cover for loss of or damage to the Hire Goods and shall be responsible for any excess payable when claiming under the insurance policy as well as any increase in insurance premium as a result. The Customer shall prove to the Supplier that it has taken out valid insurance for the Hire Period.

5. DELIVERY, COLLECTION AND SERVICES 

5.1 It is the responsibility of the Customer to collect the Hire Goods from the Supplier and return them to the Supplier at the end of the Hire Period as indicated in the Contract. If the Supplier agrees to deliver or collect the Hire Goods to and/or from the Customer it will do so at its standard delivery cost for Service Days/non-Service Days and such delivery and/or collection will form part of the Services.

5.2 Where the Supplier provides Services, the persons performing the Services are servants of the Customer and once the Customer instructs such persons they are under the direction and control of the Customer. The Customer shall be solely responsible for any instruction, guidance and/or advice given by the Customer to any such person and for any damage which occurs as a result of such persons following the Customer’s instructions, guidance and/or advice. The persons performing the Services are not authorised to make any representations concerning the Hire Goods unless confirmed in writing by the Supplier.

5.3 The Customer shall allow and/or procure free, unrestricted, appropriate and safe access to and from the relevant Site and procure sufficient unloading space, facilities, equipment and access to power supplies and utilities for the Supplier’s employees, subcontractors and/or agents to allow them to carry out the Services. The Customer shall ensure that the Site where the Services are to be performed is, where necessary, cleared and prepared before the Services are due to commence. The Customer shall be responsible for ensuring that the Site is firm and level. Where the Supplier has agreed to position the Hire Goods in a specific location, the Customer must have an authorised representative available at the time of delivery to provide instructions regarding that position.

5.4 A description of the condition of the Hire Goods shall be given to the Customer on collection of the Hire Goods by the Customer or on delivery of the Hire Goods to the Customer by the Supplier. and

5.5 Before taking possession, the Customer shall check the condition of the Hire Goods. Where an apparent defect is found which is not already listed in the description, the Customer must immediately inform the Supplier in order to proceed with a joint-examination of the Hire Goods. In such a case, amendments must be made to the description and duly countersigned by both the Supplier and the Customer. If the amended document is not countersigned by both parties, the condition of the Hire Goods will be as set out in the description given to the Customer and the Customer shall be deemed to have received the Hire Goods in proper working condition.

5.6 It is the customers responsibility and cost to ensure that any Hire Goods plumbed into a mains supply, or connected to an external power source, should be disconnected before collection.

5.7 If any Services are delayed, postponed and/or are cancelled due to the Customer failing to comply with its obligations, the Customer shall be liable to pay the Supplier’s additional standard charges from time to time for such delay, postponement and/or cancellation except where the Customer is acting as a consumer and the delay is due to a Force Majeure event.

6. USE OF HIRE GOODS 

6.1 The Customer shall:

6.1.1 not remove or deface, alter or cover up any label, nameplate, mark or informational notice on the Hire Goods nor interfere with the Hire Goods, their working mechanisms or any other parts of them and shall take reasonable care of the Hire Goods and only use them for their proper purpose in a safe and correct manner in accordance with any operating and/or safety instructions provided or supplied to the Customer and any relevant legislation and/or best practice standards;

6.1.2 notify the Supplier immediately after any breakdown (including but not limited to any failure of the Hire Goods to work satisfactorily or in the case of a Hire Vehicle, where it becomes unroadworthy), loss of and/or damage to the Hire Goods as soon as is practicably possible and pursuant clauses 7 and 8;

6.1.3 take adequate and proper measures to protect the Hire Goods from theft, damage and/or other risks and properly supervise the Hire Goods where the young, elderly or mentally or physically disabled (whether temporarily through drink or drugs or otherwise) are using or are likely to use the Hire Goods;

6.1.4 notify the Supplier of any change of its address and upon the Supplier’s request provide details of the location of the Hire Goods;

6.1.5 permit the Supplier at all reasonable times to inspect the Hire Goods including procuring access to any property where the Hire Goods are situated;

6.1.6 keep the Hire Goods at all times in its possession and control and not to remove the Hire Goods from the Site without the prior written consent of the Supplier;

6.1.7 be responsible for the conduct and cost of any testing, examinations and/or checks in relation to the Hire Goods required by any legislation, best practice and/or operating instructions except to the extent that the Supplier has agreed to provide them as part of any Services;

6.1.8 not do or omit to do anything which will or may be deemed to invalidate any policy of insurance related to the Hire Goods which is notified to the Customer or taken out by the Customer;

6.1.9 not continue to use Hire Goods where they have been damaged and/or in the event of any breakdown will notify the Supplier immediately if the Hire Goods are involved in an accident resulting in damage to the Hire Goods, other property and/or injury to any person;

6.1.10 where the Hire Goods require fuel, oil and/or electricity ensure that the proper type and/or voltage is used and that, where appropriate, the Hire Goods are properly installed by a qualified and competent person.

7. BREAKDOWN, MAINTENANCE AND MECHANICAL PROBLEMS 

7.1 The Customer shall be responsible for all expenses, loss (including loss of Rental) and/or damage suffered by the Supplier arising from any breakdown of the Hire Goods due to the Customer’s negligence, misdirection and/or misuse of the Hire Goods.

7.2 The Supplier will at its own cost carry out all routine maintenance and repairs to the Hire Goods during the Hire Period and all repairs which are required due to fair wear and tear and/or an inherent fault in the Hire Goods including but not limited to cleaning the Hire Goods on a weekly basis, unless otherwise agreed in writing. The Customer will be responsible for the cost of all repairs necessary to Hire Goods during the Hire Period which arise otherwise than as a result of fair wear and tear, an inherent fault and/or the negligence of the Supplier while carrying out routine maintenance and/or repairs.

7.3 The Customer must not repair or attempt to repair the Hire Goods unless authorised to do so in writing by the Supplier.

7.4 The Customer, in addition to its obligations in clause 6.1.2, must inform the Supplier of all accidents, damage to or breakdowns of the Hire Goods as soon as is practicable and again at the end of the Hire Period. The Customer shall remain liable for any damages to the Supplier.

8. THEFT, LOSS OR DAMAGE TO THE HIRE GOODS 

8.1 In the event of measures by third parties, including attachment, confiscation or impounding of the Hire Goods, the Customer must immediately inform the Supplier in writing. The Supplier shall then be entitled to take all measures which it deems necessary to protect its rights. The Customer shall be liable for all damage, cost and/or expenses associated with the above measures and for any direct, indirect, consequential damages (such as loss) to the Hire Goods unless it is demonstrated that the Supplier is directly responsible for such confiscation or impounding of the Hire Goods. Furthermore, the Contract may be automatically terminated as soon as the Supplier is informed of such action by third parties.

8.2 The Customer shall pay to the Supplier the replacement cost of any Hire Goods which are lost, stolen and/or damaged during the Hire Period (on the basis of new for old in the case of loss, theft or damage which it is uneconomic or impossible to repair properly) less the amount paid to the Supplier under any policy of insurance taken out in accordance with these conditions. In addition to being responsible for the replacement value of the Hire Goods the Customer is also responsible for any other reasonable costs resulting from the unavailability of the Hire Goods (such as having to obtain Hire Goods to comply with other hire contracts) that the Supplier suffers.

8.3 If the Hire Goods are returned in damaged, unclean and/or defective state except where due to fair wear and tear and/or an inherent fault in the Hire Goods the Customer shall be liable to pay the Supplier for the cost of any repair and/or cleaning and other services required to return the Hire Goods to a condition fit for re-hire and to pay the Rental, in accordance with the provisions of clause 8.2, until such repairs and/or cleaning have been completed.

8.4 The Customer shall pay the Rental for the Hire Goods up to and including the date it notifies the Supplier that the Hire Goods have been lost, stolen and/or damaged. From that date until the Supplier has replaced such Hire Goods the Customer shall pay, as a genuine pre-estimate of lost rental profit, a sum as liquidated damages being equal to two thirds of the Rental that would have applied for such Hire Goods for that period and shall pay any additional amount in the event that the actual lost rental profit exceeds this sum. The Supplier shall use its reasonable commercial endeavours to purchase replacements for such Hire Goods as quickly as possible using the monies paid under clause 8.2. If the Supplier provides replacement Hire Goods, the Contract will be amended accordingly.

8.5 Furthermore, the Supplier will have no responsibility for loss, theft, robbery or damage of whatever nature relating to objects and/or utensils transported or which are found in the Hire Goods including, in particular, baggage and/or goods.

9. HIRE PERIOD 

9.1 The Supplier and the Customer shall agree in writing the terms of the Hire Period including the terms on which the Contract will terminate. The Supplier reserves the right to specify a date of return of the Hire Goods and a drop off point on the Contract.

9.2 The Hire Goods must be returned by the Customer at the end of the Hire Period as specified in the Contract in good working order and condition (fair wear and tear excepted) and in a clean condition together with all insurance policies, licences, registration and other documents relating to the Hire Goods. The Customer must not use or allow the Hire Goods to be used after the termination of the Hire Period. The Supplier will be entitled to charge additional Rental and any reasonable expenditure the Supplier incurs resulting from any such unauthorised use.

10. EXTENSION OF THE ORIGINAL HIRE PERIOD 

10.1 Should the Customer wish to keep the Hire Goods for a period longer than that originally determined in the Contract, then this must be agreed with the Supplier in writing and the Customer will pay the relevant additional rental fee for the extended period.

10.2 If the Customer fails to return the Hire Goods or make the Hire Goods available for collection by the Supplier at an agreed time at the end of the Hire Period, the Supplier shall be entitled to charge the Customer additional Rental up to and including the date on which the Hire Goods are back in the possession of the Supplier as well as reasonable costs resulting from the unavailability of the Hire Goods (such as having to obtain Hire Goods to comply with other hire contracts) that the Supplier suffers or incurs.

11. TERMINATION BY NOTICE 

11.1 If the Hire Period has a fixed duration, subject to the provisions of section 12, neither the Customer nor the Supplier shall be entitled to terminate the Contract before the expiry of that fixed period unless agreed with the other party in writing.

11.2 If the Hire Period does not have a fixed duration, either of the Customer or the Supplier is entitled to terminate the Contract upon giving to the other party no less than one months’ written notice.

11.3 If no period of notice has been agreed or specified, the Customer may terminate the Hire Period by the physical return of the Hire Goods to the Supplier and the Supplier shall be entitled to terminate the hire of the Hire Goods by giving not less than 14 days’ notice to the Customer.

11.4 Once the hire Period has terminated or expired and the account with the Customer closed, payment of all monies due under the Contract shall become immediately payable.

11.5 Failure to adhere to immediate payment required under clause 11.5 could result in further charges being levied against the Customer.

12. DEFAULT 

12.1 If the Customer:

12.1.1 fails to make any payment to the Supplier when due without just cause;

12.1.2 breaches the terms of the Contract and, where the breach is capable of remedy, has not remedied the breach within 14 days of receiving notice requiring the breach to be remedied;

12.1.3 persistently breaches the terms of the Contract;

12.1.4 provides incomplete, materially inaccurate or misleading facts and/or information in connection with the Contract;

12.1.5 pledges, charges or creates any form of security over any Hire Goods, or ceases or threatens to cease to carry on business, or proposes to compound with its creditors, applies for an interim moratorium in respect of claims and/or proceedings, any distress, execution or other legal process is levied on any property of the Customer, has a bankruptcy petition presented against it or the Customer takes or suffers any similar action in any jurisdiction;

12.1.6 being a company, enters into voluntary or compulsory liquidation, has a receiver, administrator or administrative receiver appointed over all or any of its assets, any attachment order is made against the customer, any distress, execution or other legal process is levied on any property of the Customer or the Customer takes or suffers any similar action in any jurisdiction;

12.1.7 appears reasonably to the Supplier due to the Customer’s credit rating to be financially inadequate to meet its obligations under the Contract; and/or

12.1.8 appears reasonably to the Supplier to be about to suffer any of the above events;

then the Supplier shall have the right, without prejudice to any other remedies, to exercise any or all of the rights set out in clause 12.2.

12.2 If any of the events set out in clause 12.1 occurs in relation to the Customer then:

12.2.1 except where the Customer is acting as a consumer, the Supplier may enter, without prior notice, any premises of the Customer (or premises of third parties with their consent) where the Hire Goods may be and repossess any Hire Goods;

12.2.2 the Supplier may withhold the performance of any Services and cease any Services in progress under this and/or any other contract with the Customer:

12.2.3 the Supplier may immediately cancel, terminate and/or suspend without Liability to the Customer the Contract and/or any other contract with the Customer; and

12.2.4 all monies owed by the Customer to the Supplier shall immediately become due and payable.

12.3 Any repossession of the Hire Goods shall not affect the Supplier’s right to recover from the Customer any monies due under the Contract and/or any damages in respect of any breach which occurred prior to repossession of the Hire Goods.

12.4 Upon termination of the Contract the Customer shall immediately:

12.4.1 return the Hire Goods to the Supplier or make the Hire Goods available for collection by the Supplier in accordance with clauses 5.1, 5.2 and 5.3 as requested by the Supplier; and

12.4.2 pay to the Supplier all arrears for Rentals, Charges for any Services, monies for any products and/or any other sums payable under the Contract or any further charges may be levied against or sums otherwise due from the Customer.

13. LIMITATIONS OF LIABILITY 

13.1 All warranties, representations, terms, conditions and duties implied by law relating to fitness, quality and/or adequacy are excluded to the fullest extent permitted by law.

13.2 The Supplier shall have no Liability to the Customer for any loss or damage to the Customer’s property on delivery of the Hire Goods pursuant to section 5.

13.3 If the Supplier is found to be liable in respect of any loss or damage to the Customer’s property, the extent of the Supplier’s Liability will be limited to the retail cost of replacement of the damaged property.

13.4 Any defective Hire Goods must be returned to the Supplier for inspection if requested by the Supplier before the Supplier will have any Liability for defective Hire Goods.

13.5 The Supplier shall have no Liability to the Customer if, without just cause, any monies due in respect of the Hire Goods and/or the Services have not been paid in full by the due date for payment.

13.6 The Supplier shall have no Liability for additional damage, loss, liability, claims, costs or expenses caused or contributed to by the Customer’s continued use of defective Hire Goods and/or Services after a defect has become apparent or suspected or should reasonably have become apparent to the Customer.

13.7 The Customer shall give the Supplier a reasonable opportunity to remedy any matter for which the Supplier is liable before the Customer incurs any costs and/or expenses in remedying the matter itself. If the Customer does not do so, the Supplier shall have no Liability to the Customer.

13.8 The Supplier shall have no Liability to the Customer to the extent that the Customer is covered by any policy of insurance arranged as a result of the Contract and the Customer shall ensure that the Customer’s insurers waive any and all rights of subrogation they may have against the Supplier.

13.9 The Supplier accepts no liability for articles that may have been left in the Hire Goods at the end of the Hire Period.

13.10 The Supplier, its directors, officers or employees shall have no Liability to the Customer for any:

13.10.1 consequential losses (including loss of profits and/or damage to goodwill);

13.10.2 economic and/or other similar losses;

13.10.3 special damages and indirect losses; and/or

13.10.4 business intention, loss of business, contracts and/or opportunity.

13.11 The Supplier’s total Liability to the Customer under and/or arising in relation to any Contract shall not exceed 5 times the amount of the Rental and charges for Services (if any) under that Contract or the sum of £1,000 whichever is the higher. To the extent that any Liability of the Supplier to the Customer would be met by any insurance of the Supplier, then the Liability of the Supplier shall be extended to the extent that such Liability is met by such insurance.

13.12 Each of the limitations and/or exclusions in this Contract shall be deemed to be repeated and apply as a separate provision for each of:

13.12.1 Liability for breach of contract;

13.12.2 Liability in tort (including negligence); and

13.12.3 Liability for breach of statutory and/or common law duty;

except clause 13.11 which shall apply once only in respect of all the said types of Liability.

13.13 Nothing in this Contract shall exclude or limit the Liability of the Supplier for death or personal injury due to the Supplier’s negligence nor exclude or limit any other type of Liability which it is not permitted to exclude or limit as a matter of law.

14. DATA PROTECTION 

14.1 In this Clause the following definitions apply:

“Controller” shall have the meaning given to it in applicable Data Protection Laws from time to time;

“Data Protection Laws” means, as binding on either party or the Services:

(a) Data Protection Act 2018 and or the GDPR;

(b) any laws which implement any such laws; and

(c) any laws that replace, extend, re-enact, consolidate or amend any of the foregoing;

”Data Subject” shall have the meaning given to it in applicable Data Protection Laws from time to time;

“GDPR” means the General Data Protection Regulation (EU) 2016/679;

“International Organisation” shall have the meaning given to it in the GDPR;

“Personal Data” shall have the meaning given to it in applicable Data Protection Laws from time to time;

“Personal Data Breach” shall have the meaning given to it in the GDPR;

“Processor” shall have the meaning given to it in applicable Data Protection Laws from time to time (and related expressions, including process, processed, processing, and processes shall be construed accordingly);

“Protected Data” means Personal Data received from or on behalf of the Customer in connection with the performance of the Supplier’s obligations under the Contract;

“Sub-Processor” means any agent, subcontractor or other third party (excluding its employees) engaged by the Supplier for carrying out any processing activities on behalf of the Customer in respect of the Protected Data;

14.2 The Parties agree to comply with the Data Protection Laws and the Supplier shall handle Personal Data in accordance with its privacy policy which is available on request or on its website.

14.3 The parties agree that the Customer is a Controller and that the Supplier is a Processor for the purposes of processing Protected Data pursuant to the Contract. The Customer shall ensure all instructions given by it to the Supplier in respect of Protected Data (including the terms of the Contract) shall at all times be in accordance with Data Protection Laws.

14.4 The Customer shall indemnify and keep indemnified the Supplier against all losses, claims, damages, liabilities, fines, sanctions, interest, penalties, costs, charges, expenses, compensation paid to Data Subjects, demands and legal and other professional costs (calculated on a full indemnity basis and in each case whether or not arising from any investigation by, or imposed by, a supervisory authority) arising out of or in connection with any breach by the Customer of its obligations under this Contract.

14.5 The Supplier shall:

14.5.1 only process (and shall ensure its personnel only process) the Protected Data in accordance with written instructions given by the Customer except where otherwise required by applicable law; and

14.5.2 if the Supplier believes that any instruction received by it from the Customer is likely to infringe the Data Protection Laws it shall promptly inform the Customer and be entitled to cease to provide the relevant Services until the parties have agreed appropriate amended instructions which are not infringing.

14.6 Taking into account the state of technical development and the nature of processing, the Supplier shall implement and maintain the technical and organisational measures to protect the Protected Data against accidental, unauthorised or unlawful destruction, loss, alteration, disclosure or access.

14.7 The Supplier shall:

14.7.1 not permit any processing of Protected Data by any agent, subcontractor or other third party (except its or its Sub-Processors’ own employees in the course of their employment that are subject to an enforceable obligation of confidence with regards to the Protected Data) without the consent of the Customer;

14.7.2 prior to the relevant Sub-Processor carrying out any processing activities in respect of the Protected Data, appoint each Sub-Processor under a written contract containing materially the same obligations as under this clause 15 that is enforceable by the Supplier and ensure each such Sub-Processor complies with all such obligations;

14.7.3 remain fully liable to the Customer under the Contract for all the acts and omissions of each Sub-Processor as if they were its own; and

14.7.4 ensure that all persons authorised by the Supplier or any Sub-Processor to process Protected Data are subject to a binding written contractual obligation to keep the Protected Data confidential.

14.8 The Customer consents to the appointment of the Sub-Processors categories of which are listed in the Supplier’s privacy policy.

14.9 The Supplier shall (at the Customer’s cost):

14.9.1 assist the Customer in ensuring compliance with the Customer’s obligations pursuant to Articles 32 to 36 of the GDPR (and any similar obligations under applicable Data Protection Laws) taking into account the nature of the processing and the information available to the Supplier; and

14.9.2 taking into account the nature of the processing, assist the Customer (by appropriate technical and organisational measures), insofar as this is possible, for the fulfilment of the Customer’s obligations to respond to requests for exercising the Data Subjects’ rights under Chapter III of the GDPR (and any similar obligations under applicable Data Protection Laws) in respect of any Protected Data.

14.10 The Supplier shall, in accordance with Data Protection Laws, make available to the Customer such information that is in its possession or control as is necessary to demonstrate the Supplier’s compliance with the obligations placed on it under this clause and to demonstrate compliance with the obligations on each party imposed by Article 28 of the GDPR (and under any equivalent Data Protection Laws equivalent to that Article 28).

14.11 The Supplier shall if required by law notify the Customer without undue delay and in writing on becoming aware of any Personal Data Breach in respect of any Protected Data.

14.12 At the end of the provision of the Services relating to the processing of Protected Data, at the Customer’s cost and the Customer’s option, the Supplier shall either return all of the Protected Data to the Customer or securely dispose of the Protected Data (and thereafter promptly delete all existing copies of it) except to the extent that any applicable law requires the Supplier to store such Protected Data. This clause shall survive termination or expiry of the Contract.

15. GENERAL 

15.1 Any provision of this agreement that expressly or by implication is intended to come into or continue in force on or after termination of this agreement shall remain in full force and effect including, but not limited to, clauses 3.2, 3.4, 3.5, 8.2, 8.3, 8.4 and section 6.

15.2 Each hire of an item of Hire Goods shall form a distinct Contract which shall be separate to any other Contract relating to other Hire Goods.

15.3 The Customer shall be liable for the acts and/or omissions of its employees, agents, servants and/or subcontractors as though they were its own acts and/or omissions under this Contract.

15.4 The Customer agrees to indemnify and keep indemnified the Supplier against any and all losses, lost profits, damages, claims, costs (including legal costs on a full indemnity basis), actions and any other losses and/or Liabilities suffered by the Supplier and arising from or due to any breach of contract, any tortious act and/or omission and/or any breach of statutory duty by the Customer.

15.5 No waiver by the Supplier of any breach of this Contract shall be considered as a waiver of any subsequent breach of the same provision or any other provision. If any provision is held by any competent authority to be unenforceable in whole or in part the validity of the other provisions of this Contract and the remainder of the affected provision shall be unaffected and shall remain in full force and effect.

15.6 The Supplier shall have no Liability to the Customer for any delay and/or non-performance of a Contract to the extent that such delay is due to any Force Majeure events. If the Supplier is affected by any such event then time for performance shall be extended for a period equal to the period that such event or events delayed such performance. The Supplier shall not be liable to the Customer for any delays in availability or delivery (in circumstances where the Supplier has accepted responsibility for delivery) of Hire Goods caused by matters beyond the Supplier’s control or any damage caused to any paving, ground surfaces, vehicles, buildings or other features on Site, during delivery, servicing or collection, whilst acting under the instruction of the Customer or the Customer’s agents or where delivery is made without instruction in accordance with section 5.

15.7 All third party rights are excluded and no third parties shall have any rights to enforce the Contract. This shall not apply to any finance company with whom the Supplier has an outstanding finance agreement relating to the Hire Goods. Such finance company shall, subject to the Supplier’s consent, have the right to enforce this Contract as if they were the Supplier. This Contract is governed by and interpreted in accordance with English law and the parties agree to submit to the exclusive jurisdiction of the English courts.