Isle of Wight (IOW) Locations – TERMS & CONDITIONS
The following (the “Terms”) outlines the terms and conditions upon which IOW Locations agree to contract with the Owner (as that term is defined below) to provide agency services to the Owner to make property that is legally and beneficially owned by the Owner available to hire to Clients (as that term is defined below).
IOW Locations is under no obligation to hire out any property listed with it, but if IOW Locations does hire out such property any ensuing Contract shall (as that term is defined below) shall continue to be subject to the Terms.
1.1 The following terms have the following meanings in this agreement:
“Booking Form” shall have the meaning set out in clause 2.3.
“Clients” means the persons or companies to whom Isle of Wight Locations ( IOW Locations) may offer the Property on their Standard Terms.
“Contract” means a contract for the hire of the Property to be entered into between the Owner and the Client, which shall continue to be subject to the Terms.
“IOW HUB” means a body of companies and authorities to promote the Isle of Wight to the Film & Television industry.
“Owner” means the owner of the Property as set out in the Registration Form.
“Property” means the property the Owner wishes to register with IOW Locations (to be advertised on the IOW Hub) as detailed in the Registration Form.
“Registration Form” means the form attached to the Terms, which shall be subject to the Terms.
“Standard Terms” means the standard terms and conditions IOW Locations use to hire out the Property to Clients (a copy of which is available on request).
“IOW Locations” means Isle of Wight Locations, is apart of Island People Agency, registered address is at Devonshire House, 66 Broadway, Sandown, Isle of Wight, PO36 9BD.
1.2 In this agreement the singular shall include the plural and the masculine shall include the feminine and the neuter and vice versa, and neither headings nor titles shall affect the interpretation of this agreement.
1.3 Any words following the terms “including”, “include”, “in particular”, “for example” or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.
1.4 A reference to writing or written includes email but not fax.
2. Contract Formation
2.1 If a Client expresses an interest in hiring the Property then IOW Locations shall notify the Owner of such an interest to check the availability of the Property.
2.2 The Owner acknowledges that a Client may wish to inspect the Property prior to proceeding to a booking, in which case the Owner accepts that they must make the Property reasonably available for such an inspection upon reasonable notice.
2.3 If the Owner can make the Property available to the extent required to satisfy the Client’s needs, IOW Locations shall send the Owner a written note of the requirements (a “Booking Form”), which the Owner has complete discretion to accept or decline.
2.4 A Booking Form shall be open for acceptance for such a period of time as may be notified by IOW Locations to the Owner. The Booking Form shall be deemed to be an offer.
2.5 The Owner shall accept the Booking Form by communicating such acceptance to IOW Locations in writing in the manner set out in the Booking Form. This shall be deemed to be an acceptance.
2.6 Once the Owner has communicated the acceptance of the offer to IOW Locations in the manner set out in the Booking Form this will constitute a legally binding contract, and the Owner must then ensure that the Property is made available on the terms set out in any accompanying agreement and subject to these Terms.
2.7 The Owner acknowledges that once a contract is formed IOW Locations and its Client
will start incurring cost and expense in reliance upon the availability of the Property on
the agreed date for the agreed time and that any failure by the Owner to ensure that the Property is available on such terms could result in the Owner being liable to pay damages to either or both of the Client and IOW Locations.
2.8 If the Owner is approached directly by the Client once an introduction has been made by IOW Locations, the Owner acknowledges and accepts that they will still be liable to account to IOW Locations for 20% of the fee that the Client agrees to pay for the use of the Property.
2.9 In the event of any conflict between a provision in the Booking Form and the Terms, the Booking Form shall take precedence.
3. Owner’s Obligations
3.1 By completing the Registration Form the Owner agrees:
3.1.1 that it is the legal and beneficial owner of the Property and has full power and authority to enter into any agreement to licence the use of the Property or to agree to such minor alterations being made to the Property as the Client may reasonable request (assuming that the Property is returned to its original state at the end of the Contract);
3.1.2 to do all things reasonably within its control to enable the Client to use the Property in accordance with the provisions of the Contract and the Standard Terms;
3.1.3 to make reasonable efforts to ensure that the Property is available for marketing (including viewing if requested) to Clients at all reasonable times; and
3.1.4 that it will give IOW Locations not less than 2 months written notice of any period in excess of two weeks during which the Property will be unavailable (save in respect of emergency unavailability).
3.2 The Owner shall not enter into any agreements with the Client, which would contradict the Terms or the Standard Terms and shall not enter into any arrangement with the Client directly relating to the use (or further use) of the Property within 24 months of the date upon which a Contract is entered into.
3.3 The Owner shall facilitate access for the Client to reasonable use of electricity and toilet facilities during the term of a Contract.
3.4 The Owner understands that the Client may need to return to the Property after the Contract has ended and the Owner shall co-operate fully with IOW Locations and the Client to facilitate such a return.
3.5 The Owner shall immediately notify IOW Locations of any structural or decorative alterations they make to the Property after the date of completing the Registration Form and provide any updated pictures. It is the Owner’s responsibility to ensure that the Property is maintained to a standard materially similar to that which it represented at the time of completing the Registration Form.
3.6 The Owner must ensure that all valuables are stored safely, out of sight and that no breakables are left on display in the area in which the Client operates. IOW Locations will not be responsible for any loss or damage to the Owner’s personal possessions as IOW Locations representatives will rarely (if ever) be at the Property during the term.
3.7 The Owner shall ensure that the Property complies with all necessary health and safety laws during the period of any Contract.
4. Intellectual Property Rights
4.1 Any images (whether still or cinematic) made of the Property by the Client shall belong to the Client, and the Owner acknowledges that the copyright and other moral rights in any such images belongs to the Client.
4.2 The Owner shall be required to grant the Client a fully paid-up, indefinite, non-exclusive, royalty-free, non-transferable licence to copy and modify any materials containing images (whether still or cinematic) of the Property.
4.3 The Owner shall enter into any such confidentiality, non-publicity, or non-disclosure agreement as the Client may request relating to the intended future use of the images of the Property.
5. Risk and liability
5.1 IOW Locations shall take all reasonable steps to ensure that the Client holds Public Liability Insurance for the minimum amount of £2million.
5.2 If the Owner believes there to have been any damage caused to their Property by the Client during the course of a Contract it must notify such damage to IOW Locations within 48 hours of the end of a Contract.
5.3 Nothing in the Terms excludes or limits IOW Locations liability for death or personal injury caused by IOW Locations negligence.
6.1 IOW Locations shall pay the Owner in accordance with the charges as set out in the Booking Form or as otherwise agreed in the Contract.
6.2 If the Owner is registered for VAT it shall notify the same to IOW Locations and be entitled to charge VAT on the charges subject to the production of a valid VAT invoice.
6.3 IOW Locations shall pay the Owner within 30 days of the Contract finishing (or on such other milestones as may be agreed in the Contract) subject to having, itself, received payment from the Client.
6.4 For the avoidance of doubt, if the Client suffers an insolvency event within the meaning of the Insolvency Act 1986 IOW Locations shall not be liable to pay the Owner under the Contract.
6.5 IOW Locations may offset any money owed to it by the Owner against any money owed to the Owner by IOW Locations
7.1 Acceptance by IOW Locations of the Owner’s Registration Form is not a guarantee that IOW Locations will find Contracts in respect of the Property. IOW Locations has absolute discretion as to whether it will list the Property in the IOW Hub, and may at any time without notice withdraw a Property from the IOW Hub listing.
7.2 The Owner may withdraw their Property from the IOW Hub by providing IOW Locations at least two weeks notice in writing to such address as may be notified by IOW Locations to the Owner from time to time. If the Owner sells or otherwise parts with possession of the Property, the Owner must give written notice of the same to IOW Locations.
7.3 Once a Contract is entered into IOW Locations may terminate a Contract without notice if:
7.3.1 the Property should prove unsatisfactory to the Client for any justifiable reason; or
7.3.2 if the Owner seriously or repeatedly breaches any of the Terms terms of any terms of the Contract or the Owner becomes insolvent, bankrupt, makes an agreement with its creditors or threatens to do any of the same.
7.4 Once a Contract is entered into, if the Owner terminates that Contract on terms other than those permitted by the Contract, the Owner acknowledges that they may be liable for any financial loss or damage suffered by either the Client or IOW Locations.
8.1 Nothing in the Terms or in any Contract is intended to, or shall be deemed to, establish any partnership or joint venture between the Owner and IOW Locations, constitute either party the agent of the other or authorize either party to make or enter into commitment for or on behalf of the other party.
8.2 The Terms and any dispute or claim arising out of or in connection with them or its subject matter or formation shall be governed and construed in accordance with the laws of England.
8.3 By instructing IOW Locations to list the Owner’s property, the Owner is acknowledging
that although that property may be a residential address, the Owner may be deemed
for tax, mortgage, rates and insurance purposes to be entering into the Contract as a
business venture. If the Owner is in any doubt about the impact of entering into a
Contract on the Owner’s personal position (whether for tax, insurance, mortgage or
rates purposes) the Owner should seek further advice.