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MPH Australia Pty Ltd
Terms and Conditions

 

1 DEFINITIONS

In this Agreement:

“AGREEMENT” means any agreement or contract entered into for the hire of Equipment or provision of Services by MPH to You;

“CONFIRMATION DATE” means the closer calendar day that is a period 14 days from date the Cost Estimate was created or a period 14 days prior to the Start Date;

“COST ESTIMATE” means any verbal or written cost estimate provided by MPH to the Hirer concerning the proposed hire of Equipment or provision of Services;

"DAY RATE" means the rate per day for the hire of the Equipment or for the provision of Services as set out in the Cost Estimate;

"DELIVERY FEE" means the delivery fees payable as outlined in the Cost Estimate;

“EQUIPMENT” means the equipment listed in the Cost Estimate, and

“FINISH DATE” means the date and time upon which the provision of the Services or the hire of the Equipment finishes (as set out in the Cost Estimate);

“HIRE FEE” means the fees payable as outlined in the Cost Estimate for the hire of Equipment or provision of Services;

“HIRE PERIOD” means the period commencing on the Start Date and finishing on the Finish Date;

“MPH” means MPH Australia Pty Ltd (ACN 116 879 513) and includes its servants and agents;

"PAYMENT SCHEDULE" means the timeframe for payments as specified in the Cost Estimate;

“SERVICES” means the provision of labour including but not limited to labour for production planning, management, design, Equipment delivery, set- up, operation, pack-down, and collection, as described in the Cost Estimate;

“START DATE” means the date and time upon which the provision of the Services or the hire of Equipment starts (as set out in the Cost Estimate);

"TERMS" means these Terms and Conditions;

“YOU” or “YOUR” means the company or person, jointly and severally if there is more than one, hiring Equipment or obtaining Services from MPH.

 

2 AGREEMENT

2.1 Unless otherwise agreed in writing, the Terms apply exclusively to every Agreement and cannot be varied or replaced by any other conditions, including Your terms and conditions of purchase (if any).

2.2 Any Cost Estimate provided by MPH to You is valid until the Confirmation Date, is an invitation only to

You to place an order based upon that Cost Estimate, and is subject to You offering to enter into an Agreement and accepting the Terms.

2.3 The Terms may include additional terms in the Cost Estimate which are not inconsistent with these Terms.

2.4 MPH may in its absolute discretion refuse to accept any order.

2.5 MPH may vary these Terms by written notice to You at any time.  Any variations will apply to orders made by You after the date of notice.

 

3 PRICING & PAYMENT

3.1 All fees, charges, costs and expenses are quoted in Australian dollars and are exclusive of Goods and Services Tax (“GST”) and other applicable taxes and duties. You must pay GST and other applicable taxes and duties to MPH in addition to the fees payable under this Agreement.

3.2 If You request any variation to the Agreement, MPH may increase the price to account for the variation.

3.3 You agree to pay the Hire Fee in full upon the hire of Equipment or the commencement of Services.

3.4 MPH may require a 50% security deposit to be paid in advance of any Hire.  MPH may apply the security deposit against any amounts payable by You under the Terms.  Any portion of the security deposit not applied will be returned to You within 10 days of return of the Equipment.

3.5 You may apply for a Credit Account in accordance with the requirements of the Credit Account Application trade terms.

3.6 Payment terms may be revoked or amended in MPH's sole discretion immediately upon giving You written notice.

3.7 In the Equipment is delivered to You, You will also be required to pay the Delivery Fee specified in the Payment Schedule.

 

4 HIRE OF EQUIPMENT

4.1 The hire of the Equipment and/or the provision of Services will commence from the Start Date and continue for the Hire Period. Any extension of the Hire Period must be agreed to in writing.

4.2 You are entitled to use the Equipment for its intended and proper use during the Hire Period.

4.3 The Equipment will be delivered to You OR collected by You (as the case may be) on the Start Date or as otherwise agreed.

4.4 The Equipment must be returned by You or collected by Us (as the case may be) on or before the Finish Date, in a working, complete and clean state.

4.5 You must allow MPH, its servants, agents and insurers, access to the Equipment at all reasonable times to deliver, install, remove, inspect, test, adjust, maintain, repair or replace it.

 

5 PROVISION OF SERVICES

5.1 Where MPH provides the Equipment or Services for You at a venue or location specified by You (“Venue”), You must:

(a) ensure that MPH is able to gain access to the Venue at all reasonable times;

(b) ensure that the Equipment, once installed remains in place at the Venue for the Hire Period and that the Venue is not required for any other purpose which would require the Equipment to be dismantled and re-installed;

(c) ensure that on the Finish Date at such time specified by MPH, the Venue is available to enable MPH to dismantle and remove any Equipment from the Venue;

(d) do all things necessary to comply with Your obligations under Occupational Health and Safety legislation, regulations and codes of practice to ensure that the Venue is safe and free from defects and dangerous conditions.

(e) obtain all relevant permits and licences with respect to Your occupation and use of the Venue and ensure that such permits and licenses are in place prior the Start Date.

5.2 MPH requires all lighting, audio, audio visual, scenic, venue or any other relevant plans, plots and weights to be submitted no later than 14 days before the Start Date. If You wish MPH to use or provide the Services which involves the use of any third party equipment (including the items described in this clause), You are responsible for ensuring and hereby warrant that such third party equipment is suitable and safe for its intended use and purpose and in proper working order.

 

6 USE, OPERATION AND MAINTENANCE OF EQUIPMENT

6.1 The Equipment at all times remains MPH's property.

6.2 You must not sell, transfer, hire, loan or give the Equipment to any other person or part with or share possession of the Equipment or do anything which may affect MPH's interest in the Equipment.

6.3 You are responsible for the Equipment from the time it leaves MPH's premises (or from the time of delivery as the case may be) until it is returned to MPH (or from the time of collection as the case may be).

6.4 You must not effect any repairs or modifications to the Equipment.

6.5 You will ensure that all persons operating or erecting the Equipment are instructed in its safe and proper use.

6.6 If MPH is required to re-attend the Venue or attend any premises at which the Equipment is being used for any reasons (including but not limited to Your incorrect ordering of the Equipment, or Your incorrect use the Equipment), then You may be charged an additional Delivery Fee and/or Hire Fee (as the case may be) and/or services fee at MPH's discretion.

6.7 You agree to operate, maintain, store and transport the Equipment strictly in accordance with any instruction provided by MPH and with due care and diligence.

6.8 You agree that the Equipment will only be used for its intended purpose and in accordance with any manufacturer’s instructions and recommendations whether supplied by MPH or posted on the Equipment in regards to its use, operation, maintenance and storage.

 

7 LOSS & DAMAGE TO EQUIPMENT

7.1 You must advise MPH within [4] hours of delivery or pick up of the Equipment:

(a) of the non-arrival of any of the Equipment;

(b) if there is damage to any of the Equipment;

(c) if the wrong Equipment has been received; or

(d) if the quantity of the Equipment is incorrect.

7.2 If You fail to give notice in accordance with clause 7.1, You are deemed to have accepted the Hire of the Equipment.

7.3 You will be responsible for any loss or damage to the Equipment irrespective of how the loss or damage occurs (subject only to fair wear and tear) during the Hire Period (“Damaged Goods”) and will be liable to pay for the repairs of any Damaged Goods or if the Damaged Goods cannot be repaired, the cost of replacement.

7.4 You will be liable for all costs incurred by MPH in relation to the Damaged Goods including without limitation MPH's own labour costs, and for the loss of hire fees from future clients for the period during which the Damaged Goods are unable to be re-hired by MPH.

7.5 Equipment must be returned in the same condition in which it was supplied. MPH may charge You for the cost of any cleaning or repairs required to the Equipment upon its return by You.

7.6 In the event that You do not return all parts of the Equipment to MPH by the Finish Date, You may at MPH's sole discretion, be required to pay an additional fee at the applicable Day-Rate for each day or part day for which the Equipment (or part thereof) is retained by You and/or charged for the replacement cost of the Equipment (as the case may be).

7.7 You will be liable for the payment of the new list price of any Equipment not returned to MPH.

7.8 In the event of any breakdown or failure of the Equipment whatever the cause, You must notify MPH immediately so that the appropriate action may be taken.

7.9 If the breakdown or failure results from proper or ordinary use or the development of a inherent fault not ascertainable prior to the Start Date, MPH may at is option, either repair the Equipment at the Venue or replace the Equipment.

7.10 If repair is impracticable and replacement Equipment is not available, the proportional charge for the broken or defective Equipment will be credited to the Hirer and MPH will have no other liability whatsoever to the Hirer.

 

8 INSURANCE

8.1 MPH will maintain a policy of insurance over all Equipment owned by MPH which will cover such Equipment whilst in MPH's possession or whilst such Equipment is being operated by any employee or agent of MPH as part of the Services.

8.2 At all times during the Hire Period, You must hold and maintain an adequate amount of insurance cover in connection with the supply, hire, use and possession of the Equipment. You are further required to hold and maintain insurance cover in connection with Your event and/or the Venue, including without limitation an insurance policy in respect of public liability.

8.3 You must provide MPH with certified copies of Your certificates of insurance upon request by MPH.

8.4 You must compensate MPH for any increases in its insurance premiums, where such premiums are increased as a result of the supply of the Equipment and/or the provision of Services to You or by Your breach of this Agreement or any negligent act or omission by You.

 

9 WARRANTY AND INDEMNITY

9.1 To the full extent permitted by law, MPH is not liable to You or to any other person for any cost, loss, expense, demand, claim or liability arising directly or indirectly from the supply of the Equipment and/or the Services however resulting.

9.2 MPH is not liable to You or to any other person for any cost, loss, expense, demand, claim or liability arising directly or indirectly from Your use or misuse of the Equipment, the incorporation or use of any third party’s equipment or services, any breach of this Agreement by You, or the negligent act or omission of any person in connection with this Agreement.

9.3 You hereby agree to assume all risks and liabilities for, and in respect of the Equipment and for all injuries to or deaths of persons and any damage to property however so arising from Your possession, use, maintenance, repair, storage or transport of the Equipment.

9.4 To the full extent permitted by law, You hereby release, discharge and forever indemnify MPH from all claims and demands of any nature made against MPH arising out of or consequent on the use or misuse of the Equipment during the Hire Period.

9.5 To the full extent permitted by law, You agree that no warranties are given by MPH in respect of the Equipment.

9.6 MPH will not be liable to You or to any third party for any failure to perform or delay in performing its obligations under this Agreement caused (in whole or in part) by an event beyond MPH's control including (without limitation) labour shortages, labour disputes, transport delays, data communication delays, inability to obtain products or supplies, fires, civil disobedience, mechanical breakdown, weather, acts of God, government action or regulation, computer software error or any similar event. In those circumstances MPH can delay performance of its relevant obligations without any liability to You.

9.7 Replacement of the Equipment or re-supply of the Services is the absolute limit of MPH's liability howsoever arising under or in connection with the hire, use of, storage or any other dealings with the Equipment or Services by You or any third party.

 

10 INTELLECTUAL PROPERTY

10.1 MPH retains all ownership in the copyright, trade marks and other intellectual property rights (“IP”) over its designs and other creative works including but not limited to printed materials, designs and any graphics/artwork used in connection with the provision of the Equipment and the Services .

10.2 You must not replicate or use in any format any of the IP without MPH's express written consent.

 

11 TERMINATION

11.1 If:

(a) You fail to pay any amounts owing by You under this Agreement on the due date;

(b) You breach any term of this Agreement;

(c) MPH is of the opinion that the supply of the Equipment and/or the Services by MPH may create an unsafe environment or may damage the Equipment;

(d) You commit any negligent act or omission;

(e) You become bankrupt or insolvent or have an administrator or similar functionary appointed in respect of Your assets;

then MPH shall, without prejudice to any other remedy available to it:

(f) require immediate payment of all money which would become payable by You to MPH at a later date on any account, without further notice;

(g) charge You interest on any sum due at the daily rate of 4% above the Commonwealth  Bank Australia fixed lending rate (per annum on a pro rata basis);

(b) charge You for, and You must indemnify MPH from, all costs and expenses (including all legal costs) incurred by MPH resulting from the default or in taking action to enforce compliance with the Terms or in recovering any Equipment or in recovering any sum due;

(h) cease or suspend for such period as MPH thinks fit, hire of any further Equipment or provision of any further Services to You; and

(i) by written notice to You, terminate any Agreement with You so far as unperformed by MPH.

11.2 On termination, You must immediately make the Equipment available for collection.  If You do not, MPH is entitled to enter any premises where the Equipment is suspected to be and remove it, and You must indemnify MPH from and against any loss, damage, demands, proceedings, costs expenses or actions by any party arising from such action.

 

12 VARIATION AND CANCELLATION

12.1 If through circumstances beyond MPH's control, it is unable to provide the Equipment or the Services, then MPH may:

(a) make changes to the Equipment provided that the end performance is not materially prejudiced; or

(b) cancel the order (even if it has already been accepted) by written notice to You.

12.2 If You wish to cancel this Agreement or amend any terms of the Cost Estimate, You must give MPH no less than 7 days written notice prior to the Start Date of Your intention to do so.  If You fail to give MPH the required notice, You will be liable for any expenses incurred by MPH in preparation of the provision of the Services or the hire of the Equipment (“Cancellation Fee”).

12.3 If you wish to cancel the Agreement within 2 days of the Start date you will incur a 30% Cancelation Fee.

12.4 The Cancellation Fee will be invoiced by MPH and must paid by You within seven (7) days of the date of such invoice.

 

13 MISCELLANEOUS

13.1 This Agreement is governed by and construed in accordance with the laws of the State of Victoria and the parties submit to the exclusive jurisdiction of the courts of such State.

13.2 MPH's failure to enforce any of these Terms will not be construed as a waiver of any of MPH's rights.

13.3 If any of the Terms are unenforceable it must be read down so as to be enforceable, or if it cannot be so read down, the term must be severed from these Terms without affecting the enforceability of the remaining terms.

13.4 A notice must be in writing and handed personally or sent by fax, email or prepaid mail to the last known address of the addressee.  Notices sent by fax or email are deemed to be received upon the sender's machine confirming transmission.  Notices sent by mail are deemed to be received upon posting.

13.5 The parties acknowledge and agree that they must each keep the terms and conditions of this Agreement confidential. Neither party will make any statement or announcement or give or supply any information to any person (other than professional advisers where such information is given in confidence) relating to the affairs of either party, the terms of this Agreement or the exercise of any rights granted pursuant to this Agreement.