The following words and expressions shall have the following meanings:
"Additional Costs” means the sum set out in section 10 of the Hiring Details
"Agreement” means Part A and Part B, and in the event of any conflict between Part A and Part B, Part B shall prevail
"Deposit” means the sum set out in section 11 of the Hiring Details
"Facility Fee means the sum set out in section 9 of the Hiring Details being the fee for use of the property for the Function
"Function” means the function referred to at section 2 of the Hiring Details
"Function Manager” means the person You nominate to be responsible for all aspects of the Function whose details are set out in section 4 of the Hiring Details
"Function Staff” means any and all of Your employees, contractors (including but not limited to Third Party Contractors), sub-contractors, agents and suppliers and any one else directly or indirectly associated with the Function (other than the GLA’s staff)
"GLA Co-ordinator” means the person nominated by the GLA whose details are set out in section 3 of the Hiring Details
"Guests” means the people that attend the Function
"Hiring Details” means those details of the Function, the Hirer and terms of contract set out in Part A of this Agreement
"Hiring Period” means the period stated in section 5 of the Hiring Details during which the GLA grants You the right to use the Permitted Area and to provide You with the Services (if any)
"Landlord” means the landlord of the Property and the surrounding area outside City Hall including the scoop, whose contact details are as follows: More London Development Limited (Company Registration No. 04326512), 3-5 Burlington Gardens, London W1S 3AZ
"Permitted Area” means that part of the Property (including the contents of that part of the Property) identified in section 7 of the Hiring Details
"Property” means City Hall, The Queens Walk, London SE1 2AA
"Services” means those services (if any) to be provided by the GLA set out in section 8 of the Hiring Details
"Standard Terms” means the terms and conditions for use of the GLA property for the Function set out in this Part B which form an integral part of this Agreement
"Third Party Contractor” means a third party contractor engaged by You to carry out functions in relation to the Function, details of which are set out in section 13 of the Hiring Details
"You” means the Hirer and "Your” has a corresponding meaning.
1.2.1 Unless the context requires otherwise, words in the singular may include the plural and vice versa.
1.2.2 Words importing individuals shall also include reference to incorporated and unincorporated associations and vice versa.
1.2.3 Words importing the masculine gender shall include the feminine gender and vice versa.
1.2.4 A reference to an Act of Parliament includes all derivative instruments, orders, regulations and other matters and in each case any re-enactment, amendment, consolidation or modification from time to time of that Act and any derivative instruments, orders, regulations or other matters.
1.2.5 An obligation owed by more than one person is owed by them jointly and severally.
1.2.6 An obligation by the Hirer not to do something includes an obligation not to permit or allow it to be done.
1.2.7 Headings to clauses, paragraphs and schedules do not affect the construction of this Agreement.
1.2.8 A right granted by the GLA is granted only so far as the GLA can lawfully grant it and is granted in common with all other persons entitled to it and/or authorised by the GLA to exercise it.
1.2.9 A right excepted or reserved to the GLA is also reserved to any other person entitled to it and/or authorised by the GLA.
1.2.10 A provision of this Agreement which is void or unenforceable shall be severed from all other provisions of this Agreement and the remaining provisions shall continue to have effect.
1.2.11 "Include" "includes" and "including" are deemed to be followed by the words "without limitation".
2.1 You must pay the following fee plus value added tax (if chargeable):
2.1.1 the Deposit at the time of signing this Agreement; and
2.1.2 the Facility Fee (less the amount of the Deposit) and any Additional Costs within 30 days of receipt of an invoice, and the GLA reserves the right to require full or part payment in advance of the Additional Costs not covered by the Facility Fee.
2.2 If the Function runs beyond the time specified in section 5 of the Hiring Details an additional charge may be made at the GLA’s discretion.
2.3 The GLA reserves the right to charge You interest on any overdue amount on a daily basis at the rate of 2% above the base rate of the Bank of England in force from time to time which the Parties agree shall be a sufficiently substantial remedy for the purposes of the Late Payment of Commercial Debts (Interest) Act 1998.
2.4 You are not entitled to charge Guests for the Function, unless otherwise agreed to in writing by the GLA.
3.1 You must maintain public liability insurance, with a reputable insurer, for the minimum amount specified in section 12 of the Hiring Details for each and every act or occurrence or series of acts and occurrences and the GLA reserves the right to require you to effect the required policies of insurance in the joint names of Yourself and the GLA or to have the interest of the GLA/Landlord noted on the insurance, and the right to stipulate special insurance requirements as may be appropriate in all the circumstances.
3.2 If You engage a Third Party Contractor to carry out activities at the Property then You shall ensure that the Third Party Contractor has sufficient insurance cover with a reputable insurer to cover its potential liabilities in relation to its activities at the Property.
3.3 You must provide satisfactory evidence of compliance with the insurance obligations set out in clauses 3.1 and 3.2 at least 14 days in advance of the Function, by providing the GLA with copies of current certificates or cover notes.
4.1 You shall indemnify the GLA against all liability suffered by the GLA arising from Your use of the Permitted Area (except to the extent it is caused or contributed by the negligence or default of the GLA) including:
4.1.1 the full cost of repairing any damage to or replacing any breakages or lost items from the Property or any of its buildings, fixtures, fittings or contents arising out of the Function;
4.1.2 all losses, damages or expenses suffered by the GLA as a result of Your behaviour or conduct or that of Function Staff or Guests or any other person You invite onto the Property; and
4.1.3 any civil or criminal liability, costs, claims or expenses which arise directly or indirectly out of the Function or as a direct or indirect consequence of any breach by You of the provisions of this Agreement.
4.2 For the avoidance of doubt You acknowledge that the GLA, its employees or agents shall not be liable for:
4.2.1 any damage, loss, delay or expense incurred by You, the Function Staff, Guests or any other person connected with the Function, except for death or personal injury resulting from proven negligence by GLA, its employees or agents;
4.2.2 damage, theft or loss of any property, goods, articles, possessions, objects or similar things used, kept or left at the Property.
5.1 You must obtain, and/or ensure that any Third Party Contractor obtains, all licences, permits or consents necessary for the Function to lawfully take place and You must comply, and/or ensure that any Third Party Contractor complies, with any conditions imposed by such licences, permits or consents. You are responsible for any liability that arises directly or indirectly as a result of any non-compliance with or breach of such conditions.
5.2 You must provide the GLA with copies of any licences, permits or consents required before the Function.
5.3 If the GLA consents to You serving alcoholic beverages at the Function, You agree to comply with all relevant alcohol licensing legislation and the liquor licence for the Property in relation to you serving alcoholic beverages at the Function. If for any reason You believe You and/or a member of the Function Staff might be in breach of any alcohol licensing legislation and/or the liquor licence You must contact the GLA Co-ordinator immediately.
5.4 You agree that You fully understand and accept Your responsibilities under all relevant alcohol licensing legislation and the liquor licence for the Property and You agree to indemnify the GLA for any losses or liabilities it may suffer as a result of You and/or the Function Staff failing to comply with each of your respective responsibilities under any relevant alcohol licensing legislation and/or the liquor licence for the Property.
6.1 Your Function Manager must be available at all reasonable times during the Function.
6.2 You are responsible for ensuring that all Function Staff are aware of the provisions of this Agreement, comply fully with them and follow the reasonable and lawful instructions of the GLA (whether acting through its Co-ordinator or otherwise).
7.1 You must ensure there is no damage to any part of the Property. Display stands, banners and additional lighting may be used in the Property subject to the prior approval of the GLA and any special conditions it may impose. If any damage is caused to the Property as a result of using display stands, banners and/or additional lighting, You shall be liable to fully compensate the GLA for any damage.
7.2 If any loss or damage to the Property occurs during the use of the Property for the Function (including during the preparation for and cleaning up after the Function), You must immediately report this to the GLA and You will be liable to fully compensate the GLA for the damage caused. The GLA will undertake the repairs itself and to charge You for all costs incurred, including the cost of specialist craftspeople or consultants.
8.1 You must provide and adopt at Your own cost such security measures as may be necessary or advisable for the protection and security of the Property and its contents, Guests, Function Staff and their possessions.
8.2 You must seek the GLA’s prior approval of the security measures You plan to adopt and You must make such changes to Your proposed security as the GLA may reasonable require. You must provide the GLA with the following before the Function:
8.2.1 the names of all Guests;
8.2.2 the names of all Function Staff and the estimated arrival and departure times;
8.2.3 details of any deliveries or collections to the Property for the Function; and
8.2.4 any other relevant information. Failure to provide the name of a Guest and /or Function Staff may result in the GLA refusing entry to any Guest or Function Staff who has not been named.
8.3 Function Staff must carry identification at all times when at the Property and may be required to produce it to a GLA representative on request. Guests may, if reasonably required by the GLA be required to wear identification as a guest at the Function. Failure to produce identification satisfactory to the GLA will entitle the GLA to remove a person from the Property.
8.4 The GLA reserves the right (acting reasonably by the GLA Co-ordinator):
8.4.1 to refuse to allow anyone or anything to enter or remain on-site if it considers there to be a risk to people or the Property, or the likelihood of nuisance being caused; and
8.4.2 to stop and search any Function Staff or Guest entering or leaving or otherwise using the Property.
9.1 At all times throughout this Agreement, You must comply and ensure that all Function Staff comply with:
9.1.1 health and safety legislation and relevant industry standards;
9.1.2 all GLA health, safety, fire and environmental requirements, codes of practice and guidance as notified in writing by the GLA; and
9.1.3 the external users guidance notes which are attached to this agreement as Part D, including the submission of a detailed risk assessment for the Function.
9.2 You must comply and ensure that all Function Staff comply with food hygiene legislation and relevant industry standards at all times.
9.3 You must ensure that emergency exit routes are kept clear at all times and in the event of an emergency evacuation You, all Function Staff and Guests shall:
9.3.1 evacuate the building immediately using the designated fire exits (the spiral ramp is not an evacuation route); and
9.3.2 on leaving the building, make their way to the assembly point in Potters Field park adjacent to the Property.
As a manager, employer and provider for services, You shall do all that You can reasonably do to seek the elimination of all forms of discrimination in Your employment practices, management and provision of your services in relation to sex, religion, race, disability and sexual orientation in accordance with an established equal opportunities policy (as amended from time to time). You shall provide a copy of Your equal opportunities policy to the GLA upon request. In any event You shall not unlawfully discriminate within the meaning and scope of the provisions of the Race Relations Act 1976, the Sex Discrimination Acts 1975 and 1986 and the Disability Discrimination Act 1995 and shall take all reasonable steps to ensure that all Your Function Staff or agents and all sub-contractors (including Third Party Contractors and their staff) employed in the provision of the Function do not unlawfully discriminate. In the event of any judicial or other official finding of unlawful discrimination by You, You shall take all reasonable steps to prevent a repetition of the unlawful discrimination and shall provide details of those steps to the GLA upon request. In the provision of the Function, You shall ensure that the Function Staff behave with courtesy and respect to everyone regardless of sex, religion, race, disability and sexual orientation. You shall provide such information as the GLA may reasonably request for the purpose of assessing Your compliance with this clause 10.
You agree to only use ELIGO, the GLA’s approved caterers in relation to the serving of food at the Function. If for any reason the GLA approved caterers can not meet Your special catering requirements due to the nature of the Function, then You may request the GLA’s approval to use an alternative caterer, and such approval may be withheld by the GLA for whatever reason, including but not limited to, if the proposed caterer fails a health and safety check. The GLA makes no representation concerning any GLA approved caterer and is not liable for the acts and omissions of such caterer who, if used by You, will be Your independent contractor. If the GLA agrees to a request in accordance with clause 11.2, then the approved caterer shall have access to the kitchen located on the 9th floor of the Property and use of the kitchen equipment located therein; however the approved caterer shall supply their own crockery, glassware, cutlery, linen and the like. You must also ensure that the approved caterer leaves the kitchen in a clean condition and removes all waste and equipment and other goods brought on-site by it. A failure by the approved caterer to do so may result in You incurring an additional charge in accordance with clause 14.2.
All deliveries to and/or collections from the Property of goods in relation to the Function shall be made by You at the loading bay accessed via the service tunnel at Braidwood Street. You agree that the GLA shall not be liable for any goods left unattended by You at the loading bay.
You acknowledge that there shall be no smoking inside the Property, including the Balcony of London’s Living Room.
14.1 Any equipment used for the Function not supplied by the GLA must be removed within the agreed day(s)/times specified in section 5 of the Hiring Details. If You do not comply with these obligations, the GLA may move such equipment and charge You any costs and expenses it incurs in doing so, which You agree to pay on demand.
14.2 You are responsible, unless agreed with the GLA otherwise in writing, for removing all litter or waste resulting from the Function. If You do not comply with this obligation to the GLA’s satisfaction, the GLA may remove the litter or waste and charge You for any costs and expenses it incurs in so doing, which You agree to pay on demand.
15.1 If You cancel the hiring of the Permitted Area pursuant to this Agreement, You will remain liable for any costs the GLA may have incurred or incurs on Your behalf as a consequence of such cancellation and all costs which the GLA has incurred in participation of You completing this Agreement. The GLA may, in its absolute discretion, waive or reduce the monies recoverable under this clause 15.1 and nothing in this clause will prevent the GLA claiming incurred costs for cancelling the hiring of the Permitted Area.
15.2 The GLA may cancel this Agreement at any time by immediate written notice to You if:
15.2.1 You are in material breach of any of the terms of this Agreement and You fail to remedy such breach (if capable of remedy) within such reasonable period as the GLA specifies by written notice to You; or
15.2.2 You cease to carry on business or enter into receivership, administration or liquidation (except for the purposes of amalgamation or solvent reconstruction) or become or are declared insolvent, and in such circumstances GLA may claim the costs incurred by the GLA as a result of this Agreement. Nothing in this clause 15.2 shall prevent the GLA claiming damages for breach of contract.
15.3 The GLA reserves the right to cancel this Agreement if the GLA judges the Function to be offensive to a reasonable person or likely to endanger people or the Property or is otherwise likely to adversely affect the image, standing or reputation of the GLA. If the GLA cancels this Agreement pursuant to this clause 15.3 then the GLA shall refund the Deposit to You in full and shall have no other liability to You.
16.1 This Agreement does not create any partnership, agency, or employment relationship between You and the GLA nor the relationship of landlord and tenant.
16.2 No legal or equitable interest in the Property or any other right is created by this Agreement other than as expressly provided in this Agreement and You must respect the GLA’s use and continued occupation of the Property and must not enter any part of the Property other than the Permitted Area. Nothing in this Agreement grants You the right to exclusive possession of the Property or any part or the right to exclude the GLA or the Landlord.
17.1 You may not assign, sub-contract or transfer this Agreement or any of Your rights or obligations without the prior written consent of the GLA. Such consent shall not relieve You from any liability or obligation under this Agreement and you shall be responsible for the acts, omissions, defaults or negligence of your sub-contractors, agents or servants as fully as if they were acts, omissions, defaults or negligence of Yourself.
17.2 The GLA may assign all or any of its rights and obligations under this Agreement to any company which would (if the GLA were a company) be a subsidiary of the GLA.
17.3 Without limiting the generality of clause 17.1 above, the GLA acknowledges that You have engaged the Third Party Contractors named in section 13 of the Hiring Details in relation to the activities referred to in that section and You agree to be responsible for the acts, omissions, defaults or negligence of the Third Party Contractors as fully as if they were acts, omissions, defaults or negligence of Yourself.
18.1 If either You or the GLA are prevented from complying with Your respective obligations under this Agreement by reason of a force majeure event, such event of force majeure shall not be deemed to be a breach of this Agreement. In such circumstance the GLA and You agree, without prejudice to other remedies, to discuss in good faith how to resolve any resulting problems.
18.2 Each party agrees to take all reasonable action to mitigate any disruption caused by a force majeure event.
18.3 For the purpose of this clause 18, a force majeure event shall mean any circumstance beyond the reasonable control of a party which renders the continued satisfaction of that party’s obligations under this Agreement illegal or impossible, including, but not limited to, fire, flood (including flooding anywhere in the Property), Act of God, riot, civil disturbance, industrial dispute (not directly involving either party), war or sabotage.
19.1 This Agreement contains the entire understanding of the GLA and You with regard to its subject matter and supersedes all prior arrangements, understanding and agreement (whether written or oral).
19.2 No amendment or variation of this Agreement shall be effective unless in writing and signed by the duly authorised representatives of the GLA and You.
Any notice to be given shall be delivered or sent by first class post or by fax (such fax notice to be confirmed by letter posted within 12 hours
(to the address or to the fax number of the recipient set out in this Agreement (or such other address or numbers as may have been notified) and any such notice shall be deemed to have been served (if delivered) at the time of delivery (if sent by post) upon the expiration of 48 hours after posting, and (if sent by fax) at the time of transmission (provided that the sender confirms by written printout that the recipient has received the fax).
Nothing in this Agreement grants any rights to any person who is not a party to this Agreement and the provisions of the Contracts (Rights of Third Parties) Act 1999 are hereby excluded.
This Agreement does not grant any right to You for vehicular access to the Property or for the parking of vehicles on the Property. You must make Your own arrangements with the Landlord if it requires either of these.
The GLA may make any rules concerning Your use of the Permitted Area and to elaborate upon any provision in this Agreement. Provided that any such rules are notified to You in writing and are not inconsistent with the terms of this Agreement You must abide by such rules as if they were contained in this Agreement and agreed to by You. The GLA Co-ordinator may issue rules on behalf of he GLA.
This Agreement shall be subject to the law of England and Wales and the GLA and You agree to submit to the exclusive jurisdiction of the English Courts.