LARQ LIMITED T/A PROPFICTION
EQUIPMENT HIRE TERMS AND CONDITIONS
These Terms and Conditions (together with the documents referred to) will govern the contract formed between Larq Limited and the Customer for the
hire of the Equipment and/or Props, and shall apply to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are
implied by trade, custom, practice or course of dealing
1 DEFINITIONS AND INTERPRETATION
1.1 In these Terms and Conditions, the following definitions apply:
Acknowledgement of Order: the acknowledgement issued by Propfiction to notify the Customer of the terms under which the Customer Request has
Business Day: a day other than a Saturday, Sunday or public holiday in England when banks in London are open for business.
Client: the supplier and brand owner of the equipment.
Contract: the contract formed between Propfiction and the Customer as set out in clause 2 for the hire of Equipment in accordance with these Terms
Customer: the person or firm who hires the Equipment from Propfiction and/or Propfiction client.
Customer Request: has the meaning set out in clause 2.4
Delivery Costs: all fees and expenses associated with the delivery of the Equipment to the Customer and/or collection from the Customer.
Delivery Location: the location to which the Equipment is to be made available to the Customer as set out in the Acknowledgement of Order or such
other location as is agreed between the parties in writing.
Equipment: the props, products and/or other equipment (including specialised boxes and packaging) set out in the Acknowledgement of Order,
including the Packaging Materials.
Extended Hire Period: has the meaning set out in clause 5.2.
Extended Hire Period Fee: the fees payable by the Customer for any Extended Hire Period
Force Majeure Event: an event or circumstance beyond a party’s reasonable control including but not limited to terrorist attack, civil war, any
breakdown, interruption, failure or disruption of any communications, and/or banking systems, civil commotion or riots, war, threat of or preparation for
imposition of sanctions, embargo, breaking off of diplomatic relations; nuclear, chemical or biological contamination or sonic boom; any law or any action
taken by a government or public authority, including without limitation imposing an export or import restriction, quota or prohibition, or failing to grant a
necessary licence or consent, any labour or trade dispute, strikes, industrial action or lockouts.
Hire Period: the period of hire as set out in clause 5.
Hire Price: has the meaning given to it in clause 13.1.
Intellectual Property Rights: patents, rights to inventions, copyright and related rights, trade marks, business names and domain names, rights in get-
up, goodwill and the right to sue for passing off, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information
(including know-how), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights
to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of
protection which subsist or will subsist now or in the future in any part of the world. Equipment to remain as supplied, not tampered with, no branding to
be deliberately covered or hidden.
Larq Limited: Larq Limited, a company incorporated in England and Wales with company number 04659176, whose registered office is at 61 York
Road, Wollaston. NN29 7SG.
Maximum Hire Period: has the meaning given to it in clause 5.1.
Packaging Materials: the packaging materials used by Propfiction and/or Client to package up the props in order to make the Equipment available to
the Customer at the Delivery Location
Planned Pick Up Date: the date stated in the Acknowledgement of Order as the date the Equipment shall be collected by the Customer and/or
delivered by Propfiction and/or Propfiction client.
Propfiction: the trading name and website of Larq Limited. Referring to the brand Propfiction. The website www.propfiction.com and any associated
mobile communication applications.
Risk Period: has the meaning given to it in clause 9.2.
Styling Services: the services to be provided by Propfiction in gathering all of the Equipment together for the Customer where applicable, according to
the Acknowledgement of Order or as otherwise agreed in writing
Styling Services Fees: has the meaning given to it in clause 13.2.
Terms and Conditions: these terms and conditions as amended from time to time in accordance with clause 18.5.
VAT: value added tax chargeable under English law for the time being and any similar or applicable additional tax chargeable in any other jurisdiction.
Warehouse: The warehouse currently located at Wellingborough and/or individual client warehouse facilities, or such other location from time to time as
may be notified to the Customer by Propfiction, which contains the Equipment.
1.2 In these Terms and Conditions, the following rules of construction apply:
1.2.1 a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality);
1.2.2 a reference to a party includes its personal representatives, successors or permitted assigns;
1.2.3 a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a
statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted;
1.2.4 any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit
the sense of the words preceding those terms; and
1.2.5 a reference to writing or written includes faxes and e-mails and mobile communication messages.
2 EQUIPMENT HIRE AND BASIS OF CONTRACT
2.1 The Customer shall initiate the ordering process for the hire of the Equipment by doing either of the following:
2.1.1 providing a detailed itemised list to Propfiction using the Propfiction Website; or
2.1.2 providing a detailed itemised list to Propfiction using the Propfiction mobile communications applications, specifying the Equipment they require.
Whichever method is chosen, the Customer shall also provide to Propfiction such other information as may be required by Propfiction which is relevant
to the hire of the Equipment including without limitation the period of hire, delivery dates and delivery locations. A synopsis of the production, which
platform the production will appear, confirmation that the equipment will not be used as a hero/action prop without prior permission. In addition the
equipment is used in a positive fashion. Site contact details. The Customer acknowledges that reservation/ordering of Equipment can only be made up
to one week in advance unless otherwise agreed in writing. Propfiction and/or Client reserve the right to refuse Equipment to the Customer.
2.2 Based on the information provided to Propfiction in accordance with clause 2.1, Propfiction and/or Client shall provide to the Customer a quotation
notified on the website (whether written or oral) detailing the Equipment it believes the Customer requires and that Propfiction and/or client is able to
source (including any relevant specifications for the Equipment such as size/dimensions and quantity) as well as key details regarding the hire period,
delivery dates and delivery locations for such Equipment (together the “Quotation”), along with the prices for the hire of the Equipment and cost of
delivery (if applicable). Where the Customer has provided a detailed itemised list to Propfiction specifying the Equipment required, Propfiction shall also
specify a fee for the Styling Services that are required.
2.3 The Customer acknowledges that the Quotation given by Propfiction shall not constitute an offer and shall be subject to these Terms and Conditions
which shall have been brought to the Customer’s attention either in writing (if the Quotation was provided to the Customer in writing) or through the
website and/or mobile communications applications or direct oral instruction (if the Quotation was provided orally at the point of order).
2.4 Should the Customer wish to proceed to place an order following receipt of a Quotation, the Customer shall provide Propfiction with written request
that it wishes to proceed based on the Quotation by placing the order on the website or mobile communication applications The Customer is responsible
for ensuring that the details of the Quotation are complete and accurate before placing the order, in particular the size, dimensions and quantity of the
Equipment detailed in the Quotation and dates and duration of hire.
2.5 Propfiction shall confirm its acceptance of a Customer Request by issuing an Acknowledgement of Order. The Acknowledgement of Order shall also
contain a unique Customer hire reference number which should be kept by the Customer for future reference.
2.6 If Propfiction and/or Client is unable to fulfil any Customer Request accepted in whole or in part, it shall notify the Customer through the Website or
Mobile Communication Applications.
3 STYLING SERVICES
3.1 Where Propfiction Styling Services are required, Propfiction warrants that the Styling Services shall be provided using reasonable care and skill.
3.2 Propfiction shall use all reasonable endeavour to meet any performance dates for the Styling Services specified in the Acknowledgement of Order,
but any such dates shall be estimates only and time shall not be of the essence for the performance of the Styling Services.
Should the Customer cancel or amend a Contract, unless otherwise agreed in writing with Propfiction and/or Client, the Customer shall remain liable for
all costs and expense incurred by Propfiction up to the date of cancellation or amendment.
5 HIRE PERIOD AND EXTENDING THE HIRE PERIOD
5.1 The Hire Period starts on the Date of delivery and shall continue for the period stated in the Acknowledgement of Order. The Customer
acknowledges that the maximum Hire Period is calculated from delivery date to production end date or up until the date the Equipment has been
reserved for another customer as made known to the Customer by Propfiction (if less than 12 weeks) (“Maximum Hire Period”).
5.2 If the Customer requires the Equipment for a longer period of time than the Hire Period (if less than the Maximum Hire Period) the Customer may,
extend the Hire Period by retaining the Equipment for a further period of time up to the Maximum Hire Period (“Extended Hire Period”).
5.3 The Customer acknowledges that the Extended Hire Period shall be subject to an Extended Hire Period Fee which shall be calculated on a weekly
basis with reference to Propfiction published price list.
6.1 The Equipment shall materially be as described in the Acknowledgement of Order or as otherwise agreed in writing between the parties.
6.2 Propfiction does not make any warranty as to the Equipment’ fitness for purpose and it is the Customer’s sole responsibility to satisfy itself that the
Equipment is fit for the purpose which the Customer requires it.
7 DELIVERY OF EQUIPMENT
7.1 Propfiction shall make available to the Customer for collection the Equipment at the Delivery Location on the Planned Pick Up Date or such other
location and dates as the parties may agree in writing, subject to, in the case of Customers who do not have an account with Propfiction, Propfiction
having received in cleared funds payment of the Hire Price, Styling Services Fee and Delivery Costs (if applicable).
7.2 Delivery of the Equipment shall be deemed completed when the Equipment is made available to the Customer at the Delivery Location.
7.3 Any dates quoted for delivery of the Equipment are approximate only, and the time of delivery is not of the essence. Propfiction shall not be liable for
any delay in delivery of the Equipment that is caused by a Force Majeure Event or the Customer’s failure to provide Propfiction with adequate delivery
instructions or any other instructions that are relevant to the hire of the Equipment.
7.4 Propfiction shall ensure that each delivery of the Equipment is accompanied by a delivery note which shows the date of the Acknowledgement
of Order, all relevant Customer and Propfiction reference numbers, the type and quantity of the Equipment (including the code number of the Equipment,
where applicable), special storage instructions (if any).
7.5 Delays in the delivery of an order shall not entitle the Customer to:
7.5.1 refuse to take delivery of the Equipment;
7.5.2 claim damages; or
7.5.3 terminate the Contract.
7.6 If the Customer fails to accept or take delivery of the Equipment on the Planned Pick Up Date or such other date as may have been agreed, then:
7.6.1 delivery of the Equipment shall be deemed to have been completed at 9.00 am on the Planned Pick Up Date or such other date of delivery that the
parties may have agreed; and
7.6.2 Propfiction and/or Client shall store the Equipment until delivery takes place, and charge the Customer for all related costs and expenses.
7.7 If 3 days have lapsed following the Planned Pick Up Date (or such other date of delivery that the parties may have agreed) and the Customer has
not accepted delivery of the Equipment, Propfiction may (where possible) hire part or all of the Equipment to other Customers.
8 INSPECTION AND ACCEPTANCE OF THE EQUIPMENT
8.1 The Customer shall procure that a duly authorised representative of the Customer as notified to Propfiction shall be present at the Delivery Location
of the Equipment. Propfiction shall not be required to release any equipment until it is satisfied of the identity of such representative. Acceptance of the
Equipment at the Delivery Location by such representative shall constitute conclusive evidence that the Customer has examined the Equipment 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 Propfiction, the Customer’s duly
authorised representative shall sign a receipt confirming such acceptance.
8.2 If, acting reasonably, the Customer rejects all or part of the Equipment delivered, other than for the reasons set out in clauses 8.3 and 8.4,
Propfiction shall take the rejected Equipment back to its premises. On inspection of the rejected Equipment at its premises Propfiction shall, in its sole
discretion, do the following:
8.2.1 at its option, repair, remedy or replace the defective Equipment; or
8.2.2 refund the price of the defective Equipment in full or in part; or
8.2.3 return the Equipment back to the Customer at the Customer’s own cost if Propfiction concludes, acting reasonably, that the rejected Equipment is
8.3 If Propfiction/ and or client delivers more or less than the quantity of Equipment ordered the Customer may not reject the Equipment, but on receipt
of notice from the Customer that the wrong quantity of Equipment was delivered, Prop Fiction and/or shall work with the Customer to remedy any such
issues regarding quantity of Equipment delivered.
8.4 Propfiction shall not be liable for the Equipment’s failure to comply with the warranties set out in clause 6 if any of the following events occur:
8.4.1 the Customer makes any further use of the Equipment after giving notice to Propfiction that it wishes to reject the Equipment due to breach of the
8.4.2 the Customer failed to follow Propfiction’s oral or written instructions as to the packing or unpacking, storage, installation, commissioning, use or
maintenance of the Equipment or (if there are none) good trade practice;
8.4.3 the Customer alters or repairs the Equipment without the written consent of Propfiction;
8.4.4 the Equipment is damaged or tampered with, the Customer is negligent, and/or the Equipment is subjected to abnormal storage or working
conditions whilst under the control of the Customer.
8.5 The terms of these Terms and Conditions shall apply to any repaired or replacement Equipment supplied by Propfiction under clause 8.2.1.
9 TITLE AND RISK
9.1 The Equipment shall at all times remain the property of Propfiction and/or Client, and the Customer 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 and conditions of the Contract).
9.2 The risk of loss, theft, damage or destruction of the Equipment shall pass to the Customer on Delivery. The Equipment shall remain at the sole risk of
the Customer during the Hire Period and any further term during which the Equipment is in the possession, custody or control of the Customer (Risk
Period) until such time as the Equipment is redelivered to Propfiction.
9.3 The Customer shall give immediate written notice to Propfiction and/or Client in the event of any loss, accident or damage to the Equipment arising
out of or in connection with the Customer’s possession or use of the Equipment.
10 CUSTOMER RESPONSIBILITIES
10.1 The Customer shall during the term of the Contract:
10.1.1 ensure that the Equipment is kept and operated in a suitable environment, used only for the purposes for which it was hired (for the avoidance of
doubt this includes using the props that form part of the Equipment as props only and not for any other purpose);
10.1.2 take such steps (including compliance with all safety and usage instructions provided by Propfiction) as may be necessary to ensure, so far as is
reasonably practicable, that the Equipment is at all times safe and without risk to health when it is being set, used, cleaned or maintained by a person at
10.1.3 fully and comprehensively insure the Equipment against loss, damage and theft during the Risk Period for the benefit of Propfiction, or for such
amount as Propfiction may from time to time reasonably require, and will provide a certificate of insurance from its insurers of such relevant insurance to
Propfiction if requested to do so by Propfiction;
10.1.4 at its own expense keep the Equipment in as good an operating condition as it was on the Planned Pick Up Date and or return date including
replacement of worn, damaged and lost parts, such replacements (including timescales for such replacements) to be agreed by Propfiction and/or
10.1.5 make no alteration to the Equipment or incorporate the Equipment into any other product or permanently fix it to any other object or location;
10.1.6 keep Propfiction fully informed of all material matters relating to the Equipment;
10.1.7 at all times keep the Equipment in the possession or control of the Customer and keep Propfiction informed of its location;
10.1.8 permit Propfiction or its duly authorised representative to inspect the Equipment at all reasonable times and for such purpose to enter any
premises at which the Equipment may be located, and shall grant reasonable access and facilities for such inspection;
10.1.9 not, without the prior written consent of Propfiction, part with control of (including for the purposes of repair or maintenance), sell or offer for sale,
underlet or lend the Equipment or allow the creation of any mortgage, charge, lien or other security interest in respect of it;
10.1.10 not do or permit to be done any act or thing which will or may jeopardise the right, title and/or interest of Propfiction in the Equipment;
10.1.11 not suffer or permit the Equipment to be confiscated, seized or taken out of its possession or control under any distress, execution or other legal
process, but if the Equipment is so confiscated, seized or taken, the Customer shall notify Propfiction and/or Client and the Customer shall at its sole
expense use its best endeavours to procure an immediate release of the Equipment and shall indemnify Propfiction and/or Client on demand against all
losses, costs, charges, damages and expenses incurred as a result of such confiscation;
10.1.12 not use the Equipment for any unlawful purpose;
10.1.13 ensure that at all times the Equipment remains identifiable as being PropFiction and/or Client property and wherever possible shall ensure that
a visible sign to that effect is attached to the Equipment; and
10.1.14 deliver up the Equipment to the Warehouse (or such other location as is agreed in writing) at the end of the Hire Period (or Extended Hire Period
as applicable) in the same condition as it was originally hired to them, or if necessary, allow the Propfiction and/or Client or its representatives access to
any premises where the Equipment is located for the purpose of removing the Equipment. The Customer shall ensure that when delivering up the
Equipment at the end of the Hire Period (or Extended Hire Period as applicable) all props are packaged carefully and that all Packaging Materials are
10.2 The Customer acknowledges that Prop Fiction and/or Client shall not be responsible for any loss of or damage to the Equipment arising out of or in
connection with any negligence, misuse, mishandling of the Equipment or otherwise caused by the Customer or its officers, employees, agents and
contractors, and the Customer undertakes to indemnify Propfiction and/or Client 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 Customer to comply with the terms of
the Contract. Accordingly, if Propfiction and/or Client (in its sole opinion) deems that loss and/or damage has occurred to the Equipment, Propfiction
and/or Client shall invoice the Customer immediately for the relevant amount.
10.3 The Customer acknowledges that Propfiction and/or Client may not accept any further orders for Equipment until all Equipment has been returned
to Propfiction and/or Client.
11 INTELLECTUAL PROPERTY RIGHTS
11.1 Nothing in the Contract shall transfer any Intellectual Property Rights in the Equipment to the Customer.
11.2 The Customer shall be responsible for obtaining any clearances and/or releases in respect of any Equipment used in any filming or photography or
other means of recording and/or transmission.
12 SECURITY DEPOSIT
12.1 The Customer acknowledges that Propfiction and/or Client may (where it considers it appropriate in its sole discretion) require a security deposit for
certain Equipment against any loss or damage caused to the Equipment during the Risk Period. If such a security deposit is required, details of it
(including amount and payment details) shall be detailed in the Acknowledgement of Order. If the Customer causes any loss or damage to the
Equipment (in whole or in part) during the Risk Period, Propfiction and/or Client shall be entitled to apply the security deposit against such loss or
damage as set out in clause 12.2.
12.2 The Customer acknowledges that once the Equipment has been returned to Propfiction and/or Client pursuant to clause 10.1.14, Propfiction and/or
Client shall inspect the Equipment and either:
12.2.1 refund the security deposit in full to the customer if it considers (in its sole discretion) the Equipment has not suffered any loss or damage during
the Risk Period; or
12.2.2 deduct from the security deposit an amount (up to the whole amount of the security deposit) for any loss or damage that Propfiction and/or Client
considers (in their sole discretion) that the Equipment has suffered during the Risk Period and/or for any sums owing to Propfiction and/or Client in
relation to the hire of the Equipment. Propfiction and/or Client shall promptly thereafter refund to the Customer the balance (if any) of the security
13 CHARGES AND PAYMENT
13.1 The price for the hire of the Equipment for the Hire Period shall be the price set out in the Acknowledgement of Order (the “Hire Price”). The Hire
Price shall be calculated with reference to Propfiction and/or Client published price list and duration of the Hire Period. The Hire Price of the Equipment
is exclusive of all Delivery Costs which shall be payable by the Customer in addition, unless otherwise agreed in writing or waived by Propfiction and/or
13.2 The charges for the Styling Services shall also be set out in the Acknowledgment of Order (the “Styling Services Fee”).
13.3 Propfiction and/or Client reserves the right to increase the Hire Price of the Equipment, by giving notice to the Customer at any time before delivery,
to reflect any increase in the cost of the Equipment to Propfiction and/or Client that is due to:
13.3.1 any factor’s beyond Propfiction and/or Client reasonable control;
13.3.2 any request by the Customer to change the delivery date(s), quantities or type of Equipment ordered; or
13.3.3 any delay caused by any instructions of the Customer or failure of the Customer to give Propfiction and/or Client adequate or accurate information
13.4 Propfiction and/or Client shall invoice the Customer for the Hire Price and Styling Services Fee and any Delivery Costs (as applicable) at the same
time as it sends its Acknowledgement of Order. If the Customer is NOT an account holder with Propfiction and/or Client, such Customer acknowledges
that payment of this invoice must be made prior to the release of any Equipment.
13.5 Propfiction and/or Client shall invoice the Customer for the Extended Hire Period Fee. Failure to pay such an invoice in accordance with clause
13.7 shall entitle Propfiction and/or Client or its representatives to repossess the Equipment immediately from where it is located.
13.6 Any invoice rendered by Propfiction and/or Client to the Customer for loss or damage to the Equipment pursuant to clause 10.2 shall be paid by the
Customer in accordance with clause 13.7.
13.7 Subject to clause 13.8 payment of invoices shall vary depending on whether the Customer is an account holder with Propfiction and/or Client or not
13.7.1 If the Customer is an account holder, payment shall be within 30 days of the date of the invoice and can be paid by cash, card, cheque or bank
13.7.2 If the Customer is NOT an account holder, payment shall be on receipt of the invoice prior to the release of any Equipment, and can be paid by
cash or card only (for the avoidance of doubt payment by cheque is not permitted).
13.8 All amounts payable by the Customer under the Contract are exclusive of amounts in respect of VAT and any other tax, levy, impost, duty or other
charge or fee of a similar nature arising in connection with the Contract, which Propfiction and/or Client will add to its invoices at the appropriate rate.
13.9 If the Customer fails to make any payment due to Propfiction and/or Client under the Contract by the due date for payment, then the Customer shall
pay interest on the overdue amount at the rate of 4% per annum above National Westminster Bank Plc base rate from time to time. Such interest shall
accrue on a daily basis from the due date until actual payment of the overdue amount, whether before or after judgment. The Customer shall pay the
interest together with the overdue amount.
13.10 The Customer shall pay all amounts due under the Contract in full by without any set-off, counterclaim, deduction or withholding except as
required by law. Propfiction and/or Client may, without limiting its other rights or remedies, set off any amount owing to it by the Customer against any
amount payable by Propfiction and/or Client to the Customer.
14 LIMITATION OF LIABILITY
14.1 Nothing in these Terms and Conditions shall limit or exclude Propfiction and/or Client’ liability for:
14.1.1 death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors (as applicable);
14.1.2 fraud or fraudulent misrepresentation; or
14.1.3 any matter in respect of which it would be unlawful for Propfiction and/or Client to exclude or restrict liability.
14.2 Subject to clause 14.1, Propfiction and/or Client shall under no circumstances whatsoever be liable under the Contract for any:
14.2.1 loss of profit;
14.2.2 loss of revenue
14.2.3 loss of business;
14.2.4 loss arising out of delays in filming or a photo shoot;
14.2.5 indirect or consequential loss or damage,
in each case, however caused, even if foreseeable.
14.3 Subject to clause 14.1, Propfiction and/or Client’ total liability to the Customer in respect of all losses arising under or in connection with the
Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the total costs payable
by the Customer under the Contract.
14.4 The Customer acknowledges that some Equipment may be inherently dangerous and that care must be taken when using such Equipment.
Subject to clause 14.1 Propfiction and/or Client accepts no liability for any loss or injury arising out of use of such Equipment.
15.1 Without limiting its other rights or remedies, Propfiction and/or Client may terminate the Contract with immediate effect by giving written notice to
the Customer if:
15.1.1 the Customer commits a material breach of any term of the Contract and (if such a breach is remediable) fails to remedy that breach within 7 days
of being notified in writing to do so;
15.1.2 the Customer 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 or, if the step or action is taken in another
jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
15.1.3 the Customer suspends, threatens to suspend, ceases or threatens to cease to carry on all or a substantial part of its business;
15.1.4 the Customer’s financial position deteriorates to such an extent that in Propfiction and/or Client’ opinion the Customer’s capability to adequately
fulfil its obligations under the Contract has been placed in jeopardy; or
15.1.5 Propfiction and/or Client reasonably suspects that any of the situations described in clauses 15.1.1 to 15.1.4 inclusive may occur.
15.2 Without limiting its other rights or remedies, Propfiction and/or Client may terminate the Contract with immediate effect by giving written notice to
the Customer if the Customer fails to pay any amount due under this Contract on the due date for payment.
15.3 Without limiting its other rights or remedies, either party may terminate the Contract for convenience at anytime during the term of the Contract by
giving written notice to the other, and/or in the case of the Customer, returning the Equipment to Propfiction and/or Client. The Customer acknowledges
that where it returns the Equipment, Propfiction and/or Client shall treat the Contract as terminated pursuant to this clause 15.3 and shall be able to hire
out such returned Equipment to new Customers without further liability to the Customer.
16 CONSEQUENCES OF TERMINATION
16.1 Upon termination of the Contract, however caused, Propfiction and/or Client’ consent to the Customer’s possession of the Equipment shall
terminate and the Customer must return the Equipment to Propfiction and/or Client immediately. If necessary, Propfiction and/or Client may, by its
authorised representatives, without notice and at the Customer’s expense, retake possession of the Equipment and for this purpose may enter any
premises at which the Equipment is located; and
16.2 Upon termination of the Contract by the Customer for convenience, or by Propfiction and/or Client for the reasons set out in clauses 15.1 and 15.2,
without prejudice to any other rights or remedies of the Customer or Propfiction and/or Client (as applicable), the Customer shall pay to Propfiction
and/or Client on demand:
16.2.1 The full Hire Price and all other sums due but unpaid at the date of such demand together with any interest accrued pursuant to clause 13.9; and
16.2.2 any costs and expenses incurred by Propfiction and/or Client in recovering the Equipment and/or in collecting any sums due under this
agreement (including any storage, insurance, repair, transport, and legal costs).
16.3 Upon termination of the Contract by Propfiction and/or Client for convenience, Propfiction and/or Client shall pay to the Customer:
16.3.1 The balance of the Hire Price (if already paid by the Customer), minus a pro rata amount for the use the Customer has had of the Equipment up
until termination; and
16.3.2 any reasonable costs and expenses incurred by the Customer in returning the Equipment to Propfiction and/or Client.
16.4 Termination of the Contract shall not affect any of the parties’ rights and remedies that have accrued as at termination, including the right to claim
damages in respect of any breach of this Contract that existed at or before the date of termination.
16.5 Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination shall remain in full
force and effect.
17 FORCE MAJEURE
Neither party shall be in breach of the Contract nor liable for delay in performing, or failure to perform, any of its obligations under the Contract if such
delay or failure (excluding non-payment by the Customer) result from a Force Majeure Event. If the period of delay or non-performance continues for 5
days the party not affected may terminate this Contract by giving 2 days written notice to the affected party.
18.1.1 Propfiction and/or Client may at any time assign, transfer, mortgage, charge, subcontract or deal in any other manner with all or any of its rights or
obligations under the Contract.
18.1.2 The Customer may not assign, transfer, mortgage, charge, subcontract, declare a trust over or deal in any other manner with any or all of its
rights or obligations under the Contract without the prior written consent of Propfiction and/or Client.
18.2.1 Each party (the “Receiving Party”) shall during and after the Contract not use for any other purpose than contemplated under these Terms and
Conditions and not disclose to any person (other than on a need-to-know basis for the purposes of the Contract ) any confidential information received
from the other party (the “Disclosing Party”) concerning technical, financial and business information, know-how, technologies, trade secrets,
formulations, processes, and commercial methods and other activities (“Confidential Information”) of the Disclosing Party, except to the extent
required by (i) law; (ii) government authorities; or (iii) relating to the safety of the Equipment.
18.2.2 It is understood that confidential information shall not include information which has been known by the Receiving Party before disclosure
hereunder, is in the public domain, falls within the public domain without any fault of the Receiving Party, or which is received by the Receiving Party
from other sources having the right to disclose the same.
Propfiction and/or Client shall have the right during the term of the Contract and after termination to use the Customer’s name and logo together with
details of the nature of the work performed by Propfiction and/or Client for the Customer (where in the public domain) for marketing purposes.
18.4 Entire agreement:
18.4.1 This Contract constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises,
assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
18.4.2 Each party agrees that it shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or
negligently) that is not set out in these Terms and Conditions.
18.5 Variation: Propfiction and/or Client reserves the right to vary these Terms and Conditions in its sole discretion on giving the Customer reasonable
18.6 Waiver: A waiver of any right or remedy is only effective if given in writing and shall not be deemed a waiver of any subsequent breach or default.
A delay or failure to exercise, or the single or partial exercise of, any right or remedy shall not:
18.6.1 waive that or any other right or remedy; nor
18.6.2 prevent or restrict the further exercise of that or any other right or remedy.
18.7.1 If any provision or part-provision of the 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
18.7.2 If one party gives notice to the other of the possibility that any provision or part-provision of this agreement is invalid, illegal or unenforceable, the
parties shall negotiate in good faith to amend such provision so that, as amended, it is legal, valid and enforceable, and, to the greatest extent possible,
achieves the intended commercial result of the original provision.
18.8.1 Any notice or other communication given to a party under or in connection with the Contract shall be in writing, addressed to that party at its
registered office (if it is a company) or its principal place of business (in any other case) or such other address as that party may have specified to the
other party in writing in accordance with this clause, and shall be delivered personally, sent by pre-paid first class post or other next working day delivery
service, commercial courier, or email.
18.8.2 A notice or other communication shall be deemed to have been received: if delivered personally, when left at the address referred to in clause
18.8.1; 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; if delivered by
commercial courier, on the date and at the time that the courier’s delivery receipt is signed; or, if sent by email, one Business Day after transmission.
18.8.3 The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
18.9 Third party rights: No one other than a party to this Contract shall have any right to enforce any of its terms.
18.10 Governing law: The Contract, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its
subject matter or formation, shall be governed by and construed in accordance with the laws of England and Wales.
18.11 Jurisdiction: Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim
(including non-contractual disputes or claims) arising out of or in connection with this Contract or its subject matter or formation.
Larq Ltd t/a Propfiction understands that your privacy is important to you and that you care about how your personal data is used. We respect and value
the privacy of all of our customers and will only collect and use personal data in ways that are described here, and in a way that is consistent with our
obligations and your rights under the law.
1. Information About Us
Larq Ltd t/a Propfiction is a Limited company registered in England under company number 04659176.
Registered address: 61 York Road, Wollaston NN29 7SG
Main trading address: 19 Bentley Court, Finedon Road Industrial Estate, Wellingborough NN8 4BQ
VAT number: GB889 92 2940
2. What Does This Notice Cover?
This Privacy Information explains how we use your personal data: how it is collected, how it is held, and how it is processed. It also explains your rights
under the law relating to your personal data.
3. What is Personal Data?
Personal data is defined by the General Data Protection Regulation (EU Regulation 2016/679) (the “GDPR”) as ‘any information relating to an
identifiable person who can be directly or indirectly identified in particular by reference to an identifier’.
Personal data is, in simpler terms, any information about you that enables you to be identified. Personal data covers obvious information such as your
name and contact details, but it also covers less obvious information such as identification numbers, electronic location data, and other online identifiers.
The personal data that we use is set out in Part 5, below.
4. What Are My Rights?
Under the GDPR, you have the following rights, which we will always work to uphold:
The right to be informed about our collection and use of your personal data. This Privacy Notice should tell you everything you need to know, but you
can always contact us to find out more or to ask any questions using the details in Part 11.
The right to access the personal data we hold about you. Part 10 will tell you how to do this.
The right to have your personal data rectified if any of your personal data held by us is inaccurate or incomplete. Please contact us using the details in
Part 11 to find out more.
The right to be forgotten, i.e. the right to ask us to delete or otherwise dispose of any of your personal data that we have. Please contact us using the
details in Part 11 to find out more.
The right to restrict (i.e. prevent) the processing of your personal data.
The right to object to us using your personal data for a particular purpose or purposes.
The right to data portability. This means that, if you have provided personal data to us directly, we are using it with your consent or for the performance
of a contract, and that data is processed using automated means, you can ask us for a copy of that personal data to re-use with another service or
business in many cases.
Rights relating to automated decision-making and profiling. We do not use your personal data in this way.
For more information about our use of your personal data or exercising your rights as outlined above, please contact us using the details provided in Part
Further information about your rights can also be obtained from the Information Commissioner’s Office or your local Citizens Advice Bureau.
If you have any cause for complaint about our use of your personal data, you have the right to lodge a complaint with the Information Commissioner’s
5. What Personal Data Do You Collect?
We may collect some or all of the following personal data (this may vary according to your relationship with us):
Name, Salute, Date of birth, Billing/Delivery Address;
Email address, Telephone number, Website address;
Business name, Department, Job title, Profession;
Your image may be recorded on CCTV when you visit the studios, warehouse or car park.
We use visitor log files (cookies) with our website. Once a user enters our site, a cookie follows them through their click stream path. Examples of
information being collected by these cookies include the number of times a user came to our site(s), and the paths they took to get there.
Your social media username, if you interact with us through those channels, to help us respond to your comments, questions or feedback.
6. How Do You Use My Personal Data?
Under the GDPR, we must always have a lawful basis for using personal data. This may be because the data is necessary for our performance of a
contract with you, because you have consented to our use of your personal data, or because it is in our legitimate business interests to use it. Your
personal data may be used for one of the following purposes:
Providing and managing your account.
Supplying our products and services to you. Your personal details are required in order for us to enter into a contract with you.
Personalising and tailoring our products and/or services for you.
Communicating with you. This may include responding to emails or calls from you.
Supplying you with information by email and/or post that you have opted-in to (you may unsubscribe or opt-out at any time by following the instructions
Your image may be recorded on CCTV when you visit the studios, warehouse or car park, for crime prevention purposes.
We use visitor log files (cookies) with our website. Once a user enters our site, a cookie follows them through their click stream path. Examples of
information being collected by these cookies include the number of times a user came to our site(s), and the paths they took to get there. A “cookie” is a
small line of text that is stored with your web browser for record-keeping purposes and helps Propfiction and/or Client provide a better service to you.
Your browser has options to accept, reject, or provide you with notice when a cookie is sent.
Your social media username, if you interact with us through those channels, to help us respond to your comments, questions or feedback.
With your permission and/or where permitted by law, we may also use your personal data for marketing purposes, which may include contacting you by
email and/or post with information, news, and offers on our products and/or services. You will not be sent any unlawful marketing or spam. We will
always work to fully protect your rights and comply with our obligations under the GDPR and the Privacy and Electronic Communications (EC Directive)
Regulations 2003, and you will always have the opportunity to opt-out.
7. How Long Will You Keep My Personal Data?
We will not keep your personal data for any longer than is necessary in light of the reason(s) for which it was first collected. Your personal data will
therefore be kept for the following periods (or, where there is no fixed period, the following factors will be used to determine how long it is kept):
We will keep your personal data as long as you have active transactions within our system. These will enable us to easily recall historical jobs for your
8. How and Where Do You Store or Transfer My Personal Data?
We will only store or transfer your personal data in the UK. This means that it will be fully protected under the GDPR, with one exception;
This is only for IT disaster recovery purposes, where we store a backup copy of our system on an external server in the EU, the data is encrypted.
We will only store or transfer your personal data within the European Economic Area (the “EEA”). The EEA consists of all EU member states, plus
Norway, Iceland, and Liechtenstein. This means that your personal data will be fully protected under the GDPR or to equivalent standards by law.
Please contact us using the details below in Part 11 for further information about the particular data protection mechanism used by us when transferring
your personal data to a third country.
The security of your personal data is essential to us and to protect your data, we take a number of important measures, including the following:
All our IT systems are protected and are only accessed by authorised users using passwords.
All offsite data is stored using encryption.
Card details are never recorded or stored, we will only ever enter them into the secure payment system.
9. Do You Share My Personal Data?
We will not share any of your personal data with any third parties for any purposes, subject to one important exception.
We may sometimes contract with the following third parties to supply services to you on our behalf. These may include payment processing, delivery,
and marketing. In some cases, those third parties may require access to some or all of your personal data that we hold.
If any of your personal data is required by a third party, as described above, we will take steps to ensure that your personal data is handled safely,
securely, and in accordance with your rights, our obligations, and the third party’s obligations under the law, as described above in Part 8.
In some limited circumstances, we may be legally required to share certain personal data, which might include yours, if we are involved in legal
proceedings or complying with legal obligations, a court order, or the instructions of a government authority.
10. How Can I Access My Personal Data?
If you want to know what personal data we have about you, you can ask us for details of that personal data and for a copy of it (where any such personal
data is held). This is known as a “subject access request”.
All subject access requests should be made in writing and sent to the email or postal addresses shown in Part 11. To make this as easy as possible for
you, a Subject Access Request Form is available for you to use. You do not have to use this form, but it is the easiest way to tell us everything we need
to know to respond to your request as quickly as possible.
There is not normally any charge for a subject access request. If your request is ‘manifestly unfounded or excessive’ (for example, if you make repetitive
requests) a fee may be charged to cover our administrative costs in responding.
We will respond to your subject access request one month of receiving it. Normally, we aim to provide a complete response, including a copy of your
personal data within that time. In some cases, however, particularly if your request is more complex, more time may be required up to a maximum of
three months from the date we receive your request. You will be kept fully informed of our progress.
11. How Do I Contact You?
To contact us about anything to do with your personal data and data protection, including to make a subject access request, please use the following
Email address: info@Propfiction
Telephone number: 01933 228110
Postal Address: Larq Ltd 19 Bentley Court, Finedon Road Industrial Estate, Wellingborough NN8 4BQ.
Changes to this Privacy Notice
We may change this Privacy Notice from time to time. This may be necessary, for example, if the law changes, or if we change our business in a way
that affects personal data protection.
Any changes will be made available on our website.