THE BIG RENTAL – TERMS AND CONDITIONS

1 Definitions
The following definitions and rules of interpretation apply to this Contract.
Acceptance Date: has the meaning given in Section 2.2.
Business Day: any day which is not a Saturday, Sunday, Bank Holiday or U.S. federal holiday.
Client: the person, firm, company, corporation or authority specified in the Order Form as the Client and includes his, its or their successors or personal representatives.
Commencement Date: the date that the Equipment is delivered to the Site.
Contract: the equipment hire and services contract formed between Lowe and the Client on these terms and conditions, incorporating the Order Form (including the Schedules).
Contract Period: the period from the Acceptance Date until the day the Equipment is returned to Lowe or Lowe becomes obliged to collect the Equipment.
Deposit: an amount equal to three Monthly Payments as set out in the Order Form to be held by Lowe for the Contract Period.
Equipment: the Equipment provided by Lowe to the Client for the Client’s use, the main items of which are referred to in the Order Form and includes any other Equipment or goods of any nature whatsoever provided by Lowe to the Client.
Lowe: Lowe Rental, Inc.
Minimum Contract Period: has the meaning given in Section 9.1.
Monthly Payments: means the monthly payments specified in the Order Form as may be revised from time to time in accordance with the Contract.
Normal Working Hours: 9am-5pm on any Business Day.
Order Form: the document or web-page giving details of the Client, the Equipment and the Services as signed, or completed and submitted electronically by the Client.
Sales Taxes: sales, use, excise, services, consumption, value-added or similar taxes imposed by a taxing authority in any jurisdiction. Sales Taxes exclude taxes on the personal property, gross receipts or net income of Lowe.
Services: specified in the Order Form and to be provided in accordance with Section5 of this Contract.
Site: the location specified on the Order Form where the Equipment is to be installed.
Third Party Payment Provider: a specialist third party payment platform instructed by Lowe to provide payment services on behalf of Lowe.
Total Loss: the Equipment is, in Lowe’s reasonable opinion or the opinion of its insurer(s), damaged beyond repair, lost, stolen, seized or confiscated.

2 Formation of Contract
2.1 The Client is responsible for the accuracy of the information which it inputs (or directs is inputted) on the Order Form and Lowe is under no obligation to check the same.
2.2 The Contract shall be effective after the Client has submitted the Order Form to Lowe and Lowe has either (1) signed and dated a hard copy of the Order Form or (2) sent the Client an electronic communication confirming that it has accepted the Order Form (such date being the “Acceptance Date”). For clarity, Lowe shall be under no obligation to perform any of its obligations hereunder until the Client has paid the Deposit and (where applicable) delivery charges to Lowe.

3 Pre-Installation
3.1 Following the Acceptance Date, Lowe and the Client shall work together to plan and facilitate the installation of the Equipment at the Site.
3.2 If the Client does not reasonably co-operate with Lowe to plan and facilitate the installation such that the installation of the Equipment may be completed within one month of the Acceptance Date, Lowe may terminate the Contract and retain the Deposit. Furthermore, the Client shall pay to Lowe the amount of any losses that Lowe sustains as a result of the termination of the Contract (including losses arising as a result of Lowe’s inability to hire any equipment purchased for the purpose of fulfilling the Contract).

4 Delivery, Installation and Collection
4.1 The Client is responsible for providing and maintaining appropriate services (“Lead Up Services”) to connection points as specified in any installation specifications provided by Lowe.
4.2 If the Lead Up Services have not been installed in accordance with the installation specifications provided by Lowe, Lowe shall inform the Client and the Client shall re-install the Lead Up Services in accordance with Lowe’s instructions. Following the re-installation Lowe shall inspect the Site and verify whether the Lead Up Services have been installed in accordance with the installation specifications provided by Lowe. The Client shall be responsible for any costs that Lowe incurs in connection with an abortive Delivery owing to the Client’s failure to correctly provide and maintain Lead Up Services.
4.3 Within five Business Days of such verification, Lowe will use its commercially reasonable efforts to deliver the Equipment to the Site. Time shall not be of the essence in respect of this delivery obligation and Lowe accepts no liability for any failure on its part to deliver the Equipment on or before a particular date, howsoever arising.
4.4 The Client will provide a suitable access route to the Site for the purpose of delivery and collection. If delivery or collection is not possible owing to a lack of suitable access to the Site then any costs incurred by Lowe arising from failed delivery or collection shall be borne by the Client.
4.5 Upon delivery, Lowe will install and commission the Equipment. The Client will provide facilities for the disposal of packaging.
4.6 Should Lowe be obstructed or prevented by the Client or its employees or contractors in delivering or installing the Equipment, or within 5 Business Days of an agreed installation date or if the installation date is changed by the Client or its employees or contractors, the Client shall be responsible for all reasonable costs incurred by Lowe as a result. Where the Client plans a phased, or interrupted installation to be completed over separate, non-consecutive dates the Client shall be responsible for all reasonable costs incurred by Lowe as a result.
4.7 Installation of the Equipment shall be deemed to have been completed when Lowe gives written notice to the Client that the installation is complete and the Equipment is ready for use.
4.8 Should the constraints of the Site be such that further specialist equipment, or enabling works become necessary in order to install the Equipment then any additional costs incurred will be the responsibility of the Client.
4.9 The Equipment shall at all times remain the property of Lowe, and the Client shall have no right, title or interest in or to the Equipment (save for the right to possession and use of the Equipment subject to the terms and conditions of this Contract).

5 Service and Maintenance
5.1 Lowe shall carry out preventative maintenance visits at dates to be agreed with the Client. Although exact timings cannot be specified, the maintenance will be carried out within the morning or afternoon of those dates.
5.2 The Client shall permit access to Lowe to supply the Services within Normal Working Hours. Where the Client will not permit the Services to be provided during Normal Working Hours, or the provision of Services is otherwise frustrated by the Client, the Services will be charged at an hourly rate.
5.3 The types of Equipment are as detailed in the Order Form and the way that each type is dealt with is as follows:
5.3.1 Type 1 – Lowe Core Full Risk Equipment
Lowe will replace the Client’s own equipment with the Equipment specified in the Order Form.
Lowe shall be fully responsible for the maintenance of the Equipment and all costs, parts, labour and replacements (but not upgrades) associated with it, apart from repairs and replacements arising as a result of misuse or malicious damage by a person other than Lowe; Lowe will not be responsible for pressure vessel testing or certification thereof.
5.3.2 Type 2 – Lowe Inherited Full Risk Equipment
Lowe shall purchase the Client’s existing equipment identified as Type 2 as specified and for the price stated in the Order Form.
The Client warrants that it legally and beneficial owns the equipment so identified as Type 2, without any encumbrance, and has all necessary authority to transfer the legal and beneficial title to Lowe.
Lowe shall acquire legal and beneficial title to such equipment upon paying the agreed price to the Client, upon which the equipment shall become Equipment and covered by Section 5.3.1.
5.3.3 Type 3 – Lowe/Client shared risk Equipment
Any equipment identified in the Order Form as Type 3 will continue to be owned by the Client.
Lowe will be responsible maintaining the Type 3 equipment in accordance with the Order Form. Replacement parts will be charged to the Client by Lowe at cost plus 15%; Lowe will not be responsible for pressure vessel testing or certification thereof.
If Type 3 equipment needs (in the reasonable opinion of Lowe) to be replaced in full, Lowe may buy and install the replacement Equipment. In such circumstances, the monthly fee will increase to reflect the provision of the Equipment (such increase to be calculated in accordance with standard Big Hire rates from time to time).
Once Lowe purchases replacement Type 3 equipment (“Lowe Type3 Equipment”), it shall become Equipment and covered by Section 5.3.1.
5.4 It is the responsibility of the Client to ensure that properly skilled personnel operate, clean and care for the Equipment in accordance with the instructions provided. Lowe will upon request provide up to four days’ awareness sessions each year to the Client’s staff at a location to be specified by Lowe. If in the opinion of Lowe any malfunction of the Equipment is caused by misuse, neglect or malicious vandalism, scaled water, impact damage or broken knobs or frets the cost of repair will be charged to the Client. If in the opinion of Lowe the malfunction of the Equipment is caused by incorrect usage, insufficient gas or electrical supply or any other problem not inherent to the Equipment, Lowe will charge the Client a full call-out charge at Lowe standard rates at the time, including all transport charges.
5.5 In the event of malfunction of the Equipment such that the Equipment is not capable of use the Client shall contact Lowe as soon as reasonably practicable. The Client must quote the reference details including the barcode number of the relevant piece of Equipment along with the nature of the malfunction. Lowe will arrange for an appropriately qualified engineer to attend the Site to investigate the malfunction within 48 hours.
5.6 The Client shall fully clean down the Equipment daily and take reasonable care and skill in its treatment of the Equipment. If Lowe in its absolute discretion considers that the Equipment requires cleaning at any time while it is on hire to the Client in order to ensure its efficient operation or its continued efficient operation, Lowe shall be entitled to clean the Equipment and charge the cost of doing so to the Client.

6 Title, Risk and Insurance
6.1 The risk of loss, theft, damage or destruction of the Equipment shall pass to the Client on delivery. The Equipment shall remain at the sole risk of the Client during the Contract Period and any further term during which the Equipment is in the possession, custody or control of the Client until such time as the Equipment is collected by or redelivered to Lowe (“Risk Period”).
6.2 The Client shall insure and keep insured the Equipment under a comprehensive insurance policy (without restriction or excess) to its full replacement value with effect from the date of delivery of any part of the Equipment to the Site against all usual risks including loss or damage by fire, flood, accident or any other cause (including without limitation all payments becoming due at the rate applicable under this Contract in respect of any part of the Equipment damaged or destroyed by or due to any of the risks against which the Client is obliged to insure from the date upon which such damage or destruction occurs until receipt by Lowe of the insurance moneys in respect thereof) until the end of the Risk Period. Further, the Client shall ensure that the interest of Lowe is noted on the insurance policy so that in the event of loss or damage to the Equipment, Lowe will have the benefit of an indemnity from an insurance company to the full value of the loss, damage or claim.
6.3 The Client will fully and completely indemnify Lowe against any loss, cost, claim or demand which Lowe may suffer incur or sustain as a result of or in connection with any actual or alleged injury to any person or loss of or damage to property and financial or economic loss caused by or consequent upon any use or misuse of the Equipment or any part of it save for any such injury, loss or damage which results from Lowe’s negligence.
6.4 The Client acknowledges that Lowe 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 Client or its officers, employees, agents and Contractors, and the Client undertakes to indemnify Lowe 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 Client to comply with the terms of this Contract.
6.5 If the Client fails to effect or maintain any of the insurances required under this Contract, Lowe shall be entitled to effect and maintain the same, pay such premiums as may be necessary for that purpose and recover the same as a debt due from the Client.
6.6 The Client shall, on demand, supply copies of the relevant insurance policies or other insurance confirmation acceptable to Lowe and proof of premium payment to Lowe to confirm the insurance arrangements.
6.7 The Client shall give immediate written notice to Lowe in the event of any loss, accident or damage to the Equipment arising out of or in connection with the Client’s possession or use of the Equipment.

7 Client’s Responsibilities
7.1 The Client shall during the Contract Period:
7.1.1 ensure that the Equipment is stored and used in a suitable environment, used only for the purposes for which it is designed, and, where relevant, operated in a proper manner by trained competent staff in accordance with any operating instructions provided by Lowe;
7.1.2 take such steps (including compliance with all safety and usage instructions provided by Lowe) 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 work;
7.1.3 maintain at its own expense the Equipment in good and substantial repair in order to keep it in as good an operating condition as it was on the Commencement Date (subject to reasonable wear and tear) including to replace worn, damaged and lost parts, and shall make good any damage to the Equipment so that it is in its original condition (subject ot reasonable wear and tear – Lowe will not be responsible for pressure vessel testing or certification;
7.1.4 pay for such items as detergents, softening salts, water filter cartridges, blades, mixer and blender attachments and similar items as may be required in using the Equipment;
7.1.5 make no alteration to the Equipment;
7.1.6 keep Lowe informed of all material matters relating to the Equipment;
7.1.7 keep the Equipment at all times at the Site and not move or attempt to move any part of the Equipment to any other location without Lowe’s prior written consent;
7.1.8 permit Lowe or any of its duly authorized representatives to inspect, test, adjust, repair or replace the Equipment at any time and for such purpose to enter upon the Site or any other premises at which the Equipment may be located, and shall grant reasonable access and facilities for such inspection;
7.1.9 not 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 nor represent to any person that the Client owns the Equipment;
7.1.10 not without the prior written consent of Lowe, attach the Equipment to any land or building so as to cause the Equipment to become a permanent or immovable fixture on such land or building. If the Equipment does become affixed to any land or building then the Equipment must be capable of being removed without material damage to such land or building and the Client shall repair and make good any damage caused by the affixation or removal of the Equipment from any land or building and indemnify Lowe against all losses, costs or expenses incurred as a result of such affixation or removal;
7.1.11 not do or permit to be done any act or thing which will or may jeopardise the right, title and/or interest of Lowe in the Equipment and, where the Equipment has become affixed to any land or building, the Client must take all necessary steps to ensure that Lowe may enter such land or building and recover the Equipment both during the term of this Contract and for a reasonable period thereafter, including by procuring from any person having an interest in such land or building, a waiver in writing and in favor of Lowe of any rights such person may have or acquire in the Equipment and a right for Lowe to enter onto such land or building to remove the Equipment;
7.1.12 not use the Equipment for any unlawful purpose;
7.1.13 ensure that at all times the Equipment remains identifiable as being Lowe’s property and ensure that a visible sign to that effect is attached to the Equipment at all times;
7.1.14 return and deliver the Equipment at the end of the Contract Period or upon earlier termination of this Contract in its original condition (reasonable wear and tear excepted) at such address as Lowe requires (the costs and expenses of such return and delivery to be paid by the Client), or if necessary allow Lowe or its representatives access to the Site or any premises where the Equipment is located for the purpose of removing the Equipment (the costs and expenses of such removal by Lowe to be paid by the Client); and
7.1.15 Not do or permit anything which could invalidate the insurances referred to in Section 6.

8 Payment Terms
8.1 Within five Business Days of the Acceptance Date, the Client shall pay the Deposit to Lowe.
8.2 The Client will pay the Monthly Payment to Lowe each month on the due date for payment via our Third Party Payment Provider in accordance with the terms of this Contract. Our Third Party Payment Provider shall collect payments from the credit/debit card used to pay the Deposit. In the event our Third Party Payment Provider is unable to successfully collect any Weekly Payment, our Third Party Payment Provider will automatically retry every day for the next three business days after the failed payment.
8.3 The processing of such payments will be subject to the terms, conditions and privacy policies of the Third Party Payment Provider in addition to the terms of this Contract. Currently, we use Stripe, Inc. as our Third Party Payment Provider. The Client can access Stripe’s terms of service at https://stripe.com/us/checkout/legal and their privacy policy at https://stripe.com/us/privacy. Lowe reserves the right to amend the instalment amounts (in accordance with this Contract) as well as the date of payment provided that such change has been notified by Lowe to the Client in accordance with the Third Party Payment Provider terms from time to time. Lowe are not responsible for any error by the Third Party Payment Provider. By choosing to use Lowe’s paid services, the Client agrees to pay Lowe, through the Third Party Payment Provider, all charges at the prices then in effect for any use of such paid services, and the Client authorizes Lowe, through the Third Party Payment Provider, to charge the Client’s chosen payment method. Lowe reserve the right to correct any errors or mistakes that the Third Party Payment Provider makes even if it has already requested or received payment.
8.4 The Monthly Payment will increase on the first and all subsequent anniversaries of the Commencement Date by a percentage at the option of Lowe, any other reasonable method of calculating inflation.
8.5 If the Client fails to make a Monthly Payment, Lowe may apply the Deposit in payment of such amounts. Upon any such application being notified to the Client, the Client shall pay to Lowe such amount as is required to fully reinstate the Deposit.
8.6 The Client will pay to Lowe all applicable Sales Taxes on taxable supplies made by Lowe to the Client from time to time under this Contract.
8.7 The payments due under this Contract are payable by the Client on the dates specified on the Order Form (or as otherwise notified by Lowe). If applicable, Lowe will provide a Sales Taxes invoice to the Client in respect of each payment falling due under this Contract but the Client’s liability to make payment is not dependent on Lowe delivering or the Client receiving any such invoice.
8.8 Where the Client is required under this Contract to reimburse or indemnify Lowe in respect of amounts incurred or other losses suffered or sustained by Lowe, the time for payment shall be immediately on Lowe’s demand.
8.9 No allowance or deduction shall be permitted from the payments due in respect of any period during which for whatever reason the Equipment shall not be used by the Client or the Equipment is unusable or the Services to be provided under this Contract are suspended for any reason whatsoever. If the Equipment has been destroyed or severely damaged by any of the events against which the Equipment has been or should have been insured pursuant to Section 6 above the payments due in respect of the Equipment shall continue to fall due until Lowe receives the insurance value of the Equipment specified on the Order Form. If any part of the Equipment is destroyed or severely damaged by any such insured event the payments in respect of that part of the Equipment shall continue to be paid until Lowe receives the full insurance proceeds relating thereto and thereupon the payments payable in respect of the Equipment shall be reduced by an amount equal to that payable in respect of the destroyed or damaged part of the Equipment.
8.10 If the Client fails to make any payment due to Lowe under the Contrat by the due date for payment, then, without limiting Lowe’s remedies under Section 14.7, the Client shall pay interest on the overdue amount at a rate equal to 1% per month or the maximum rate permitted by law, whichever is lower. The Client shall pay the interest due together with the overdue amount.
8.11 All amounts due by the Client under this Contract shall be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).

9 Term and Termination
9.1 The Contract shall continue in force until it is terminated in accordance with this Section 9. Notice to terminate the Contract may be served at any time but the notice shall not be effective before the expiry of a period of 60 months from the Acceptance Date or such other minimum period as Lowe and the Client may agree in writing (the “Minimum Contract Period”).
9.2 After the Minimum Contract Period, this Contract may be terminated by either party as follows:
9.2.1 by Lowe giving the Client not less than three months’ prior written notice (such notice not to expire before the end of the Minimum Contract Period); or
9.2.2 by the Client giving Lowe not less than three months’ prior written notice (such notice not to be served before the end of the Minimum Contract Period).
9.3 Without prejudice to Lowe’s right to be paid all sums which have become due under this Contract, Lowe may terminate the Contract (and thereby end the Contract Period) by notice to the Client with immediate effect on the occurrence of any of the following events if:
9.3.1 the Client fails to pay any of the payments agreed to be paid by the Client to Lowe under this Contract punctually on the due date and such failure shall continue for a period of seven days; or
9.3.2 the Client is in breach of an obligation under this Contract and in the case of any such breach capable of remedy has failed to remedy the breach within a period of 14 days of the breach occurring; or
9.3.3 the Client does or allows to be done any act or thing which may prejudice or endanger Lowe’s property or rights in the Equipment; or
9.3.4 the Client abandons the Equipment.
Further, if the Client (a) files a voluntary petition in bankruptcy or an involuntary petition is filed against it; (b) has a trustee or receiver appointed by a court for all or a substantial portion of its assets; (c) becomes insolvent or ceases to conduct its business in the ordinary course; or (d) makes an assignment of a substantial portion of its assets for the benefit of its creditors, the Contract will terminate automatically, and title to the Equipment shall transfer back to Lowe immediately.
9.4 We withhold the right to cancel any order due to pricing errors both online and quoted to you. In such cases we will offer an immediate refund or an alternative product.
9.5 Lowe may terminate the Contract immediately upon written notice if a Total Loss occurs in relation to the Equipment.
9.6 Upon termination of the Contract, Lowe shall cease to provide Services and may at any time thereafter retake possession of the Equipment.

10 Consequences of Termination
10.1 Upon any termination of the Contract the Client shall pay Lowe:
10.1.1 any and all outstanding sums payable;
10.1.2 all future payments due to Lowe from the date of termination until the first date the Contract Period could have lawfully been terminated by notice given by the Client in accordance with this Contract; and
10.1.3 all expenses and costs incurred by Lowe (including legal costs in full) in retaking possession of the Equipment and/or enforcing its rights under this Contract.
10.2 Upon this Contract being terminated pursuant to Section 9 above, Lowe shall have the option of requiring the Client (by giving notice to the Client at any time within six months of termination) to purchase any Lowe Type 3 Equipment. Completion of the sale and purchase of the Lowe Type 3 Equipment shall take place 5 Business Days after the date of the notice. The price payable by the Client for the Lowe Type 3 Equipment shall be the book value as shown in Lowe’s books of account and this shall be payable in cash on completion. Title in the Lowe Type 3 Equipment shall only pass to the Client upon payment of the purchase price.

11 Health and Environmental Matters
11.1 It is the responsibility of the Client to ensure that the kitchen layout and design conforms with operational, legal and health and safety requirements.
11.2 It is the responsibility of the Client to comply with all laws or regulations concerning the Equipment, the kitchen in which it is installed and all products to be used or which have been used in the kitchen and the Client will indemnify Lowe and keep Lowe indemnified against any losses, costs, claims, demands or expenses which Lowe may suffer, incur or sustain arising out of any claim made against Lowe or notice served on it alleging failure to comply with or under any such law or regulation in connection with the Equipment during the Contract Period.

12 Owner’s Marks
12.1 Except where the Equipment is purchased by the Client in accordance with Section 10.2, the Equipment will always remain in the ownership of Lowe. The Client will not remove, obscure, alter or deface in any way any of Lowe’s nameplates, bar codes, signs, engravings or other indications of ownership on any of the Equipment.

13 Sub-Let, Changes of Site and Equipment
13.1 The Client shall not sell, mortgage, charge, pledge, part with possession of, or otherwise deal with the Equipment or purport to do any such things and shall protect the Equipment against distress, execution or seizure and shall indemnify Lowe against all damages, losses, costs, charges and expenses which Lowe may suffer, incur or sustain in consequence of failure by the Client to observe and perform this condition.
13.2 Lowe may assign the benefit of this Contract and Lowe may delegate to any person all or any of the rights, remedies, powers or privileges conferred on it hereunder or provided by the law. Subject to obtaining the prior written consent of Lowe (that Lowe shall not unreasonably withhold but may be provided subject to conditions) the Client may assign the benefit of this Contract (but not part only thereof) upon payment of an administration fee to Lowe (to be determined by Lowe from time to time).
13.3 Following any assignment by the Client, the Client will remain liable for all damage to the Equipment or any part of it caused by any person, firm or company that the Client allows to operate the Equipment and for any charges raised by Lowe in accordance with these terms and conditions.
13.4 The Client may from time to time wish to substitute an item of Equipment for an alternative item from Lowe’s Core Equipment fleet. The Client may substitute Equipment up to a maximum of five times during the period of the Contract. All substitutions of Equipment are subject to availability and shall be at no cost to the Client save for reasonable administration, transport and installation charges. Should the substituted item or Equipment be of a different price band to the original Equipment then the monthly fees shall be adjusted accordingly (save that the fees shall never fall below the initial Monthly Payment, as adjusted for inflation from time to time). Where the Client hires Equipment that is not Lowe Core Equipment, the Client shall not be entitled to exchange this Equipment in accordance with this Section 13.4 within the Minimum Contract Period.
13.5 Lowe may from time to time as it sees fit substitute or update an item of Equipment for an alternative item of equivalent or improved specification. Such substitutions will be made without charge to the Client who shall provide such assistance and co-operation to Lowe as might reasonably be required in order to carry out the substitution.

14 Exclusions, Liability & Warranty
14.1 Lowe represents and warrants that the Equipment shall substantially conform to its specification set out in the Order Form on the Commencement Date.
14.2 In the event of malfunction, failure or poor or partial performance of the Equipment or any part of it and subject to the provisions of clauses 14.4, 14.5, 14.6 and 14.7 below, the liability of Lowe shall be limited to repairing or replacing the Equipment or the relevant part.
14.3 EXCEPT AS EXPRESSLY SRARE IN THIS CONTRACT, AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, LOWE MAKES NO REPRESENTATION OR WARRANTY TO THE CLIENT OR ANY OTHER PERSON WITH RESPECT TO THE EQUIPMENT, EXPRESS OR IMPLIED, INCLUDING ANY EXPRESS OR IMPLIED REPRESENTATION AS TO THE QUALITY, CONDITION, STATE OR DESCRIPTION OF THE EQUIPMENT, OR ITS FITNESS OR SUITABILITY FOR ANY PURPOSE, OR ANY OTHER REPRESENTATION OR WARRANTY OF ANY NATURE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED.
14.4 In no event shall Lowe be liable for any tortious loss (including negligence and negligent misstatement) , misrepresentation, breach of statutory duty or for any of the following losses or damage (whether such losses or damage were foreseen, foreseeable, known or otherwise and whether or not Lowe is advised of the possibility of loss, liability, damage or expense):
14.4.1 loss of revenue;
14.4.2 loss of actual or anticipated profits (including for loss of profits on contracts);
14.4.3 loss of the use of money;
14.4.4 loss of anticipated savings;
14.4.5 loss of sales or business;
14.4.6 loss of operating time or loss of use;
14.4.7 loss of opportunity;
14.4.8 loss or damage to goodwill or reputation;
14.4.9 loss of, damage to or corruption of data; or
14.4.10 any indirect, special, exemplary, incidental, multiple, punitive, or consequential loss or damage howsoever caused (including, for the avoidance of doubt, where such loss or damage is of the type specified in conditions 14.5.1 – 14.5.9).
Direct financial and other losses not excluded by this condition are accepted by Lowe up to the limits set out in Section14.5.
14.5 Subject to Section 14.7, the aggregate liability of Lowe to the Client, whether in contract or tort (including negligence and negligent misstatement) or for misrepresentation, breach of statutory duty or otherwise arising under or in connection with this Contract (including liability for recovery of sums paid by the Client and for all damages, costs and expenses) shall be limited to the lesser of $10,000, or 100% of the payments made by the Client under the Contract in the 12 months prior to the event giving rise to the liability.
14.6 Nothing in the Contract shall exclude or in any way limit a party’s liability for:
14.6.1 death or personal injury caused by its own negligence;
14.6.2 fraud or fraudulent misrepresentation; or
14.6.3 any other liability which cannot be lawfully be excluded.
14.7 Lowe is not responsible for any of the following:
14.7.1 vending machines and counter drinks equipment unless otherwise stated in the Order Form;
14.7.2 work carried out by the Client or third parties in relation to the installation of the Equipment;
14.7.3 electrical and mechanical installations (including but not limited to ventilation interlock systems);
14.7.4 decorations, suspended ceilings, light fittings, floor coverings and interior fixtures and fittings;
14.7.5 telephone, networking and data points;
14.7.6 space heating;
14.7.7 fire alarms, fire and smoke detection and fire-fighting equipment;
14.7.8 emergency lighting and signage etc.;
14.7.9 Local Authority approvals and consents (including but not limited to Planning Consents, Building Regulations or EHO);
14.7.10 earth bonding;
14.7.11 water treatment;
14.7.12 testing of existing water services and chlorination of pipe work;
14.7.13 break tanks, header tanks, and pressure reducing valves;
14.7.14 modifications to existing drainage points, tundishes, adaptors and gratings etc;
14.7.15 removal of rubbish and waste from Site;
14.7.16 ventilation modifications and air input systems;
14.7.17 light equipment, gastronorm containers, and restaurant trays unless otherwise stated;
14.7.18 consumable items on the Equipment such as bulbs, filters, blades, mixer and blender attachments, detergents, water softening salts, rinse aid or other chemicals;
14.7.19 pressure vessel testing or certification.

15 General
15.1 Confidentiality
15.1.1 Each party shall use the confidential information of the other party whether disclosed before or after the date of the Contract only to perform its duties and/or exercise its rights under the Contract and shall not without the disclosing party’s written consent disclose or permit the disclosure of the confidential information except in confidence for the performance of its duties and/or exercise of its rights under the Contract to those of its employees, officers, directors, contractors or other representatives and professional advisers who need to have access to it.
15.1.2 The provisions of this Section 15.1 shall not apply to confidential information which: (i) the receiving party can prove was known to the receiving party before receipt; (ii) is in or enters the public domain through no wrongful default by or on behalf of the receiving party with effect from the date when that information enters the public domain; (iii) was received from a third party without obligations of confidence owed directly or indirectly to the disclosing party; or (iv) is required to be disclosed in order to comply with applicable law, to the extent of the required disclosure.
15.2 Failure to Enforce
Any delay or failure to exercise any right or remedy under the terms hereof shall not constitute a waiver of it or them and any of Lowe’s rights or remedies may be enforced separately or concurrently with any other right or remedy now or in the future accruing to Lowe to the effect that such rights are cumulative and not exclusive of each other.
15.3 Continuance of Payments
The continuance of the payments under this Contract and of the Client’s liability for payment of all sums due under it shall not be affected in any way by the loss or theft of or any damage to or defect in the Equipment, whether latent or patent.
15.4 Force Majeure
15.4.1 Neither party shall be liable to the other party for any delay or non-performance of its obligations under this Contract to the extent that its performance is interrupted or prevented by any act or omission beyond its reasonable control, including acts of God, pandemics, epidemics, terrorist attacks, civil war, civil commotion or riots, general contamination, action by government or public authority, fire or explosion, non-performance of Lowe’s sub-contractors or failure of a utility service or transport network.
15.4.2 Such delay or failure shall not constitute a breach of this Contract and the time for performance shall be extended by a period equivalent to that during which performance is so prevented provided that if such delay or failure persists for thirty days or more, the party not affected may, at its option and if in its opinion it is reasonable for it to do so, terminate this Contract with immediate effect by giving written notice of such termination to the other party.
15.5 Amendments
No amendment of this Contract shall be effective unless it is in writing and signed by or on behalf of each of the parties.
15.6 Waivers and Remedies
15.6.1 Except as otherwise stated in this Contract, the rights and remedies of each party under this Contract:
(a) are in addition to and not exclusive of any other rights or remedies under this Contract or the general law; and
(b) may be waived only in writing and specifically.
15.6.2 Delay in exercising or non-exercise of any right under this Contract is not a waiver of that or any other right.
15.6.3 Partial exercise of any right under this Contract shall not preclude any further or other exercise of that right or any other right under this Contract.
15.6.4 Waiver of a breach of any term of this Contract shall not operate as a waiver of breach of any other term or any subsequent breach of that term.
15.7 Severance
15.7.1 If any provision of this Contract is or becomes illegal, invalid or unenforceable in any jurisdiction, that shall not affect:
(a) the legality, validity or enforceability in that jurisdiction of any other provision of this Contract; or
(b) the legality, validity or enforceability in any other jurisdiction of that or any other provision of this Contract.
15.7.2 Whilst the parties consider the provisions contained in this Contract reasonable, having taken independent legal advice, if any one or more of the provision(s) are adjudged alone or together to be illegal, invalid or unenforceable, the parties shall negotiate in good faith to modify any such provision(s) so that to the greatest extent possible they achieve the same effect as would have been achieved by the invalid or unenforceable provision(s).
15.8 Entire Agreement
15.8.1 This Contract:
(a) constitutes the entire agreement between the parties with respect to the subject matter of this Contract; and
(b) supersedes and extinguishes any prior drafts, agreements, undertakings, understandings, promises or conditions, whether oral or written, express or implied between the parties relating to such subject matter.
15.8.2 In the event of a conflict between any of the terms of this Contract, the conflict shall be resolved according to the following descending order of priority, (i) the Sections of this Contract, then (ii) the Schedules.
15.9 Survival Of Obligations
Notwithstanding any provision of this Contract to the contrary, any Sections which expressly or impliedly survive termination of this Contract for any reason whatsoever shall continue in full force and effect after termination.
15.10 No Partnership/Agency
Nothing in this Contract is intended to or shall operate to create a partnership or joint venture of any kind between the parties, or to authorize either party to act as agent for the other, and neither party shall have authority to act in the name or on behalf of or otherwise to bind the other in any way (including the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).
15.11 No Third Party Beneficiaries
The Contract is entered into solely between the Client and Lowe and, except for the parties’ indemnification obligations under this Agreement, will not be deemed to create any rights in any third parties or to create any obligations of either the Client or Lowe to any third parties.
15.12 Notices
15.12.1 All notices between the parties with respect to the Contract shall be in writing and signed by or on behalf of the party giving it (save for electronic notices where permitted).
15.12.2 Any notice referred to in Section may be given:
(a) by delivering it by hand; or
(b) by first class pre-paid post or recorded delivery; or
(c) in the case of notice given by Lowe, by email or such other electronic communications service as Lowe has notified the Hirer (and the Hirer is capable of receiving) in accordance with this Section from time to time.
15.12.3 Notices shall be sent in the case of notices delivered by hand, post or Recorded Delivery, to the address of the addressee given at the start of the Contract or such other address as the addressee may from time to time have notified for the purpose of this Section, and
15.12.4 Notices shall be deemed to have been received:
(a) if delivered by hand, on the day of delivery; or
(b) if sent by first class pre-paid post or special or recorded delivery two Business Days after posting, exclusive of the day of posting; or
(c) in the case of an electronic notice given by Lowe, upon its successful transmission to the Hirer or to the Hirer’s server or successful uploading to a relevant webpage.
15.12.5 Any notice or communication given under the Contract shall not be validly given if sent by fax.
15.13 Governing Law
This Contract and any dispute or claim arising out of or in connection with it (including any non-Contractual claims or disputes) shall be governed by and construed in accordance with the laws of the State of Georgia (without regard to the conflicts of law provisions thereof), or if a court finds that Georgia law is not applicable, the laws of the State in which the Equipment under this Contract is located.
15.14 Jurisdiction
In relation to any legal action or proceedings arising out of or in connection with this Contract, each of the parties irrevocably submits to the exclusive jurisdiction of the state and federal courts in the State of Georgia and waives any objection to proceedings in such courts on the grounds of venue or on the grounds that proceedings have been brought in an inappropriate forum.

Updated June 2021