This is an irrevocable Agreement between Us (the Supplier) and You (the Customer) whereby you agree to purchase all ingredients listed on your initial Customer Review from Us and We agree to provide Equipment and Ingredients, Supplies and Service as detailed over the page to You, the Customer, under the Terms of this Agreement. The Agreement shall commence on the date shown overleaf, but in accordance with clause 9.
(a) Any signed order or Down Payment is confirmation of your intention to enter into this Agreement and an order will be placed for the equipment on this basis. In the event that this Agreement is cancelled or does not commence for any reason whatsoever then we will retain the Down Payment as compensation for our loss.
(b) For providing any of the products or services overleaf You must pay Us the amount shown on your invoice. Payment will be by Direct Debit unless specified overleaf. You will receive an invoice 14 days before the Direct Debit is activated. Filters are changed half yearly and invoiced immediately they have been changed. PSSR Boiler inspections are required annually and are payable upon presentation of the invoice. Payments or parts are payable are payable upon presentation of the invoice. All payments subject to VAT. The first rental payment , if applicable, is due on the date the Equipment is delivered. After that You must pay the Charges overleaf for the Period specified until the Agreement is ended. You must also pay Us the agreed price of all ingredients and products used, as agreed from time to time which will be invoiced to You. It is vital to and a condition of this Agreement that You make all payments in full and on time. Your maintenance cover, where applicable, may be suspended if you do not make payments on time, and all service calls which are necessary will be chargeable until such time as your account is up to date. Any payment sent by post is at Your own risk.
(c) Without limitation to any other Term of this Agreement, We may increase the Filter and Maintenance Charge given over the page by up to 12.5% per year or by the Retail Price Index, whichever is the greater of the two, by giving You 30 days notice.
3. MAINTENANCE SERVICE
During the term of this Agreement only if specified overleaf We will provide the following services to include:
(a) Barista training for your staff at the onset of the agreement and ongoing training at quarterly visits if required for Key Personnel
(b) Quarterly hygiene checks and preventative maintenance inspections
Half yearly replacement of the water filter and annual PSSR boiler inspection which must be paid for as set out in clause 2 (b)
(c) Provision of Public Liability Insurance against damage or injury caused by the machine(s) or Our employees, details of which are available on request.
(d) During the Agreement We will provide Maintenance for the Equipment between 9.00am and 5.00pm, not including Public Holidays, Bank Holidays or weekends unless specified overleaf. Maintenance means that We will maintain the Equipment and provide the replacement parts needed due to fair wear and tear
(e) Maintenance may become chargeable at Our absolute discretion of but doesn’t ever include:
The cost of any de-scaling work carried out on the equipment
The cost of water filters, carbon dioxide bottles or adjustment or replacement of the coin mechanism because of changes in the coins;
Service which is necessary because You haven’t looked after the Equipment properly, followed the manufacturer’s instructions or used materials in the Equipment which aren’t approved by Us; The cost of moving the Equipment to a different location;
Maintenance which is necessary because of vandalism, theft or accident.
Maintenance which is required because you haven’t installed or changed filters in accordance with Our instructions
We shall not be liable for any failure to fulfil our obligations under this Agreement due to circumstances beyond our control
We reserve the right to change the Ingredients, filters and other products supplied at our absolute discretion
If a filter is specified overleaf, We will change the filter on the Equipment every six months. You will be invoiced separately for the filter change. This is not optional and by signing the Agreement overleaf you agree to have the filters changed every six months. In the event that you refuse Us access to change the filter, you remain liable and will still be invoiced. If we have to make a return visit, you there will be an additional charge for this. If we carry out the PSSR Annual Boiler inspection at the same time as a filter change you will receive a discount for this.
If you stop buying all ingredients listed on your Initial Customer Review from us we reserve the right to retrospectively charge for work previously carried out without charge at the following rates
Training, Quarterly Hygiene check , £85 per hour or part thereof, per visit
Call Out charge or initial inspection £85 per hour or part thereof
Water filter £125 per visit
PSSR Boiler inspection £150
All prices subject to VAT
4. YOUR DUTIES
While this Agreement lasts:
(a) You will purchase all ingredient s listed on your Initial Customer Review from ourselves.
(b) You are responsible for providing:
A suitable site for the Equipment;
Drinking water supplied through a 15mm copper pipe fitted with a BS1010 stopcock; and A 200/240 AC single phase power supply with a 13/15 Amp outlet within 1 metre of the Equipment.
(c) Drinking water and power must be provided in accordance with the Health and Safety at Work Act 1974 and all other relevant regulations that are in force during the Agreement.
(d) At the end of any lease Agreement you agree that Title of the Equipment will transfer from the finance company to Ourselves.
(e) You will:
Provide our staff with reasonable access to the Equipment;
Keep the Equipment, and the area around it, clean and tidy;
Keep the Equipment fully insured for its replacement value against such risks as We may reasonably want; or if We don’t want anything specific, keep the Equipment insured against any loss or damage by vandalism, fire, theft and other risks (including third party risks) that are normally insured by reasonably careful people for other assets of the same nature as the Equipment;
Return the Equipment to Us at your expense in good, clean and full working condition at the end of the Agreement, within 7 days of our request. If the equipment is not returned with 7 days of our request we will collect it and a collection charge of £100 + VAT will be payable by You In the event that the equipment is not in good, clean and full working condition pay Us in full within 7 days of our invoice for the parts and labour required to bring the Equipment back to good, clean and full working condition. In the event of any dispute Our decision is final.
Keep the Equipment at its location address. If you intend to change the Equipment location You must tell Us immediately by telephone and then confirm it in writing. Only Our personnel are permitted to move equipment.
Keep the equipment connected to electric and water where applicable and not disconnect or move the equipment without Our prior written consent
Only use cups, drinks, filters and ingredients supplied by Us in the equipment for the duration of this Agreement;
Agree that we may carry out the statutory PSSR Boiler Inspection every twelve months and pay us within 30 days of the invoice date.
Repay to Us when We ask all costs, charges and expenses incurred in any way because You broke the Agreement;
Pay Us interest at 5% a year above the Bank Base Rate at the time on all overdue amounts You owe Us under this Agreement. The interest is calculated from the date the payment is due until the date it is paid;
If specified overleaf, the prices on this Agreement have been calculated based upon You paying Us by Direct Debit. If you do not pay by Direct Debit or cancel your Direct Debit Mandate we reserved the right to increase the Payments by a maximum of 25% at our absolute discretion. You will be charged £25 + VAT for each Direct Debit transaction we are unable to collect.
(f) If You don’t keep to all of the terms of this Agreement (other than payment duties), We may give You notice to put the situation right. If You don’t do so within 14 days of the notice then this will be a breach which will be serious enough to show that You no longer intend to carry out Your duties under the Agreement.
5. ENDING THE AGREEMENT
(a) We may end this Agreement by giving You notice:
If You don’t pay on time any amount You owe under this Agreement (or any other agreement between You and Us); or
If You don’t keep to all of the terms of this Agreement (or any other agreement between You and Us); o (If You are individual) if You die, have a receiving order made against You, or commit an act of bankruptcy or start dealings with Your creditors; or (If You are a company) if You call a meeting of Your creditors, go into liquidation or have a receiver appointed to any of Your assets or have an administration order made against You or with one weeks notice if We decide that the Agreement is no longer viable
You default as specified in clause 4 (c) This does not affect any of Our other rights under this Agreement.
(b) The Agreement will continue for the entire Period shown overleaf, and thereafter unless and until terminated by either party giving to the other six months notice in writing to expire on any anniversary of the Agreement.
If We end this Agreement (under Term 5)
(a) You must pay Us all amounts You owe for payment under Term 2 and all interest to be paid under Term 4(b).
(b) If this Agreement is terminated by Us or the Customer repudiates this Agreement and We accept such repudiation the Customer shall reimburse Us an amount equal to t he total charges we would have expected to collect for the remaining period of the Agreement less a discount of 5% as compensation for Our loss.
(c) If specified overleaf, the Customer has entered into an agreement to lease or purchase equipment, this is a legally binding order and if the order is cancelled for any reason whatsoever then the Customer shall reimburse Us an amount equal to the total charges we would have expected to collect for the remaining period of the Agreement less a discount of 5% as compensation for Our loss. This must be paid within 7 days of our invoice.
7. IGNORING DUTIES
If We let You off any duty, allow You more time to pay or give You any other benefit or privilege, it will not affect any of Our rights or powers under this Agreement, and it won’t change the relevant Terms of the Agreement for the future.
8. JOINT AND SEVERAL LIABILITY
Where two or more people are responsible for Your part of this Agreement, they are liable individually and together. Any person who has signed this Agreement on behalf of the Customer agrees to be personally liable for the return of the Equipment to Us and any outstanding amounts of money under this Agreement or any other Agreement with Us whether this Agreement is signed on behalf of a limited company, plc, sole trader or partnership.
9. OUR SIGNATURE
We are not bound by this Agreement until it has been signed by Us or on Our behalf. We reserve the right to reassign this Agreement at any time without prior notification. In the event of any dispute arising from this Agreement Our decision will be final.
Any notice under this Agreement sent by post must be to the right address. The ‘right’ address is either the one stated in this Agreement or any other address given under the Term. The timing of serving the notice will be taken to be the day after the date of posting. Proof of posting is not proof of receipt.
11. GOVERNING LAW
This agreement is governed by English Law and You agree that the English