TERMS AND CONDITIONS
1.These are the only terms of this Licence and all previous correspondence is null and void. Any special conditions and additional terms must be contained in a letter signed on behalf of the Licensor and dated on or after the date of the Licence and refers to this clause.
2. ACCESS AND USE
(a) The Licensor shall permit the Licensee to use and have access to the Space between the hours of 8.00 am and 6.30 pm or such other times as are agreed in writing between the parties from Monday to Friday except statutory holidays when the Centre shall be closed.
(b) The Licensee shall be permitted to occupy the Space or part of the Space consisting of such unit or part of a unit within the Centre as is specified in this Licence Agreement and may from time to time be allocated to the Licensee, providing always that at least one week’s notice shall be given of any relocation of the said Space in writing by the Licensor to the Licensee.
(c) The Licensor has the right to access the unit at all reasonable times to undertake repairs, maintenance, general inspections for the purposes of general estate management. In case of emergency or at any time that the Licensee is in breach of this Licence, the Licensor has the right to immediate access.
3. DEPOSIT
The deposit referred to overleaf, once received, will be held by the Licensor until the Licence is terminated for whatever reason as security for the Licensee’s obligations. The Licensor will account to the Licensee for such Deposit (but not interest thereon) after the termination of the Licence and after the deduction of any sums outstanding to the Licensor or the costs of making good any damage and/or decoration required to the Space (see clause 10 Repairs). The Licensor reserves the right to offset the Deposit against any outstanding sums that may arise during the period of the Licence and in this instance the Licensee will be required to reinstate the Deposit to its full amount within 2 working days. The Licensor reserves the right to utilise any further receipts until the Deposit is reinstated in full.
4. FEES FOR THE USE OF SPACE
(a) The Licensee will pay on the 1st of each month to the Licensor by Direct Debit the Licence Fee without deduction or set off as specified on Page 1 of this Licence (or such other date that the Licensor may in its absolute discretion specify) in advance the first payment to be made on the date hereof.
5. RATES/UTILITIES
The Licensee will pay business rates payable for the Space allocated direct to the appropriate Authorities and indemnify the Licensor against any claims arising from those Authorities.
6. SELECTIVE CHARGES
The Licensee will pay to the Licensor in advance or upon demand all costs incurred or to be incurred by the Licensor in respect of additional services provided for the Licensee at his request.
7. NOTICE
This Licence Agreement is for a fixed term definite for the Period and upon expiry the Licence Agreement shall continue subject to either party giving 3 months notice to terminate.
8. REPAIRS
The Licensee shall keep the Space used and allocated from time to time by the Licensor in a good and substantial state of repair and condition and shall keep the Space used clean and tidy to the Licensor’s satisfaction. At the expiration of the Period the Licensee will empty, repair, decorate and clean the Space allocated and defined by the Licensor from time to time completely to the Licensor’s satisfaction. The Licensor reserves the right to undertake the reinstatement, redecoration or clearance works and charge the Licensee accordingly. The Licensee must pay such sums to the Licensor on demand.
9. POWER OF AGENCY
The Licensor is hereby authorised as agent for the Licensee in the event of the Licensor taking possession of the Space to remove, store, sell or otherwise deal with any furniture or goods which the Licensee shall fail or refuse to remove from the Space or Centre within three days of being required so to do by notice from the Licensor and the Licensor shall not be liable for any loss or damage occasioned to the Licensee. The Licensee shall indemnify the Licensor against all expenses
incurred by the Licensor in relation to such goods, furniture or other such items and the Licensor shall account to the Licensee for the proceeds of any auction or sale after deducting any administrative charges, expenses and any other sums that may be due from the Licensee to the Licensor.
10. REGULATIONS
The use of the Centre is subject to the standard regulations conditions and or leasehold obligations currently in force and to comply with the Law.
The regulations conditions and obligations are available for information in the Centre by way of a notice or notices displayed in a prominent position or are available on request. In the case of the Licensor allowing the Licensee to enter the Space without having first taken up an offered licence agreement it is agreed that the Licensee shall only do so subject to the terms and conditions of this Licence.
The regulations that apply to the Licensor’s own use of the Centre shall apply to any user of the Centre formally recognised as permitted to use the Centre by agreement with the Licensor from time to time.
The Licensee is responsible for complying with all current legislation including (for the avoidance of doubt) health & safety, applicable to the Customer’s use and occupation of the Space.
The Licensee is responsible for periodic inspections of fixed wiring to satisfy the Electricity at Work regulations and/or any relevant statutory or other health and safety requirements.
11. ALTERATIONS AND ALIENATION
The Licensee shall not make any alteration or addition to the Space without the Licensor’s express consent in writing.
Assignment, sharing or allowing other parties to use the Space is absolutely prohibited.
12. DEFAULT IN PAYMENT
If at any time payment hereby agreed has not been made in full within 5 days of becoming due, the Licensor may forthwith at its option exercise any or all of the following remedies:
(a) Immediately terminate this licence and take possession of the Space without prejudice to its right to recover the payment together with any other payments due to the Licensor from the Licensee
(b) Require the Licensee to pay interest on all sums due to the Licensor calculated at the rate of 5 per cent per annum above the base rate for the time being charged by HSBC Bank Plc on all sums due to the Licensor from the due date or dates to the actual date of payment.
(c) Utilise the services of qualified parties to take possession of such goods and chattels situate on or contained within the Space nd belonging to the Licensee as the Licensor considers necessary to discharge all or any part of sums due to the Licensor under this Licence and dispose of the same at such time and in such manner for such consideration as the Licensor considers fit and for such purposes the Licensor is hereby irrevocably appointed sole agent of the Licensee and the provisions of Clause 9 shall apply.
The Licensee will be liable for all associated fees, disbursements and VAT of any solicitors or other advisors employed by the Licensor in connection with the recovery of any outstanding payments due under this licence.
13. INSURANCE
It is the Licensee’s express responsibility to insure for its own third party, employers, public liability, business interruption, contents and any other risks as it sees fit. Whilst the Licensor may employ out of hours site security staff or mobile patrols, their remit is general and they are specifically not employed to protect individual Licensee’s Space or property. It is the express responsibility of all Licensees to secure, protect and insure their own belongings and to take out all appropriate insurances.
The Licensor shall only insure the building against damage by fire and other perils as part of a standard commercial block policy. The Insurers standard terms and conditions, including levels of excess shall apply and further details, if required, can be requested from the Licensor. In the event of such damage caused by the negligence of the Licensee, the Licensee will pay the excess and any irrecoverable items of expense incurred by the Licensor. In the event that the Space or Centre is substantially damaged by an insured risk, then the Licensor, at its option, may terminate this License on giving one month’s written notice.
14 DISHONOURED CHEQUES
An administrative charge of £75 plus VAT will be levied together with any bank charges in respect of any dishonoured or cancelled cheques, standing orders or direct debits.
15. EXCLUSION OF LIABILITY
The Licensor shall not be liable for any loss (including consequential or economic loss) or damage suffered by the Licensee whether or not the loss or damage is due to any act or omission negligence or wilful default by the Licensor or by any of its servants or agents or to other occupiers. The Licensor shall also not be liable for any consequential or economic loss incurred by the Licensee as a result of any loss or damage suffered. Any other representations conditions warranties and other terms whether written or oral express or implied statutory or otherwise which are or may be inconsistent with this condition are expressly excluded.
16. INDEMNITY
The Licensee will indemnify the Licensor and hold it harmless against all claims demands liabilities damages costs and expenses incurred by the Licensor or by any of its servants agents or other customers which arises out of the use of the Space or the Centre by the Licensee or any of its servants agents or invitees or which arises out of the breach of this Licence by the Licensee.
17. OBLIGATIONS OF THE GUARANTOR
In the event of the Licensee failing to comply with any obligations under this Licence, the Guarantor agrees to compensate the Licensor for any loss and honour all of the Licensee’s ongoing obligations as if the Guarantor was the Licensee.
18. FORCE MAJEURE
The Licensor shall not be liable for any loss or damage which the Licensee suffers as a direct or indirect result of the performance of this Licence being prevented hindered or delayed by reason of any act of God riot strike or lockout trade dispute or labour disturbance accident breakdown of plant or machinery fire flood difficulty in obtaining workmen materials or transport electrical power failures or other circumstances whatsoever outside its control and which affect the provision by the Licensor of access to or use of the Space.
19. GENERAL
(a) Any delay by the Licensor in exercising any of its rights under this Agreement will not impair those rights nor be a waiver of those rights nor will any partial exercise of any right preclude a further exercise of the right.
(b) Every provision in these terms and conditions is severable and distinct from every other provision and if at any time one or more of such provisions is or becomes invalid illegal or unenforceable the validity legality and enforceability of the remaining provisions will not be affected in any way.
(c) This Agreement shall be governed by English law and the Licensor and the Licensee submit to the exclusive jurisdiction of the English Courts.
20. ITEMS INCLUDED UNDER USER CHARGE
General Caretaking Common Area Fire Protection Systems Maintenance (where applicable), Common Area Cleaning Services, Light Office Refuse Disposal, General Maintenance of the common areas of the Centre and such other services delivered from time to time at the discretion of the Licensor.
21. INTERPRETATION
In this Licence unless there is something in the context inconsistent therewith the masculine includes the feminine the singular includes the plural and where two or more persons are included in the expression “the Licensee” the obligations expressed to be undertaken are deemed to be made by such persons jointly and severally.
The Licensee may use the Space wherever from time to time allocated by the Licensor for the practice/business use contained in this Licence only.
