Survey Terms & Conditions

iRed refers to iRed Ltd having its registered office at Unit 6, The Old Flour Mill, Queen Street, Emsworth PO10 7BT. iRed undertakes to provide services in accordance with these general conditions (hereinafter called “General Conditions”) and accordingly all offers or tenders of service and all resulting contracts, agreements or other arrangements will in all respects be governed by these General Conditions, unless otherwise specifically agreed in writing except only to the extent that the law of the place where such arrangements or contracts are made or carried out shall preclude any of the General Conditions and in such case the said local law shall prevail wherever, but only to the extent that, it is at variance with these General Conditions. iRed acts for the person or body from whom the instructions to act have originated (hereinafter called “the Client”). No other party is entitled to give instructions, particularly on the scope of inspection or delivery of report, unless so authorised by the Client. iRed is irrevocably authorised by the Client to deliver at its discretion the report to a third party where so instructed by the Client or where it implicitly follows from circumstances, trade custom, usage or practice.

iRed will provide services in accordance with:

  • the Client’s specific instructions as confirmed by iRed;
  • the terms of any standard order form and/or standard specification sheet of iRed, if applicable;
  • any relevant trade custom, usage or practice and
  • such methods as iRed shall consider appropriate on technical, operational and/or financial grounds.

Documents reflecting engagements contracted between the Client and third parties, or third parties’ documents, such as copies of contracts of sale, letters of credit, bills of lading, etc., are (if received by iRed) considered to be for information only, and do not extend or restrict the scope of the services or the obligations accepted by iRed.

Subject to the Client’s instructions as accepted by iRed, iRed will issue reports of inspection which reflect statements of opinion made with due care within the limitation of instructions received but iRed is under no obligation to refer to or report upon any facts or circumstances which are outside the specific instructions received.

The Client will:

  • ensure that instructions to iRed and sufficient information are given in due time to enable the required services to be performed effectively;
  • procure all necessary access for iRed’s representatives to enable the required services to be performed effectively;
  • supply, if required, any special equipment and personnel necessary for the performance of the services;
  • ensure that all necessary measures are taken for safety and security of working conditions, sites and installations during the performance of services and will not rely, in this respect, on iRed’s advice whether required or not;
  • take all necessary steps to eliminate or remedy any obstruction to, or interruptions in, the performance of the services;
  • inform iRed in advance of any known hazards or dangers, actual or potential, associated with any order or samples or testing including, for example, presence or risk of radiation, toxic or noxious or explosive elements or materials, environmental pollution or poisons;
  • fully exercise all its rights and discharge all its liabilities under any relevant sales or other contract with a third party, whether or not a report or certificate has been issued by iRed, failing which iRed shall be under no obligation to the Client. iRed may delegate the performance of the whole or any part of the services contracted for with the Client to any agent or subcontractor.

In the event that any unforeseen problem or expenditure arises in the course of carrying out any of the services iRed shall be entitled to an additional charge to cover additional time and cost necessarily incurred to complete the services.

If iRed is unable to perform all or part of the services because of lack of access or availability of goods or undue postponement or delay, iRed shall be entitled to a delay charge and to reimbursement of any non-refundable expense incurred by iRed.

If iRed is prevented by reason of any cause whatsoever outside iRed’s control from performing or completing any services for which an order has been given or an agreement made, the Client shall pay to iRed: the amount of all abortive expenditure actually made or incurred; a proportion of the agreed fee equal to the proportion (if any) of the services actually carried out; and iRed shall be relieved of all responsibility whatsoever for the partial or total non-performance of the required services.

Settlement Terms

The prices quoted exclude VAT which will be charged on all transactions at the prevailing rate.

Provided that the Client has produced references which in iRed’s opinion are satisfactory the Client shall punctually pay not later than 30 days after the relevant invoice date or within such other period as may have been agreed in writing by iRed all charges rendered by iRed failing which interest will become due at the rate of 3 month LIBOR + 2% per cent per annum from the date of invoice until payment. In all other cases payment shall be in advance upon submission by iRed of an invoice. The Client shall not be entitled to retain or defer payment of any sums due to iRed on account of any dispute, cross claim or set off which it may allege against iRed. The client shall also pay all of iRed’s costs of collecting any amounts owed to iRed, including legal fees and court costs.

In the event of any suspension of payment, arrangement with creditors, bankruptcy, insolvency, receivership or cessation of business by the Client iRed shall be entitled to suspend or, at its option, terminate all further services forthwith and without liability.

Force Majeure

iRed shall not be liable for failure to perform or delay in performance of any contract or for the loss or damage to goods indirectly caused by force mejeure to include acts of God, fire, theft, riot, war, embargo, strike of labour, delays in delivery or material by suppliers, prohibition of export or import, confiscation of any other occurrences (whether or not of a similar nature to those specified) beyond the control of iRed. No consequences of any such event shall give rise to the recession of the Contract unless in the opinion of iRed the contract becomes incapable of performance.

Confidentiality

iRed agrees to hold all information provided by the Client confidential where the client so specifies save where such information is known to iRed already or exists already in the public domain until either the information enters the public domain or iRed is given the same information by a third party or the Client is found to be in breach of contract by a court of law or three years have elapsed – whichever is the sooner.

Personal Details

The Client consents that any personal information supplied by the Client may be used by iRed in connection with its business.

In cases where the information relates to an individual acting as a business (e.g. sole trader) iRed may search the files of credit reference agencies, who will record the search.

iRed may share this information with third parties with whom they have a business relationship. The Client may be contacted by telephone, mail, fax, or email.

Limitations of Liability & Indemnification
iRed undertakes to exercise due care and skill in the performance of the services and accepts responsibility only in cases of proven negligence.

The liability of iRed in respect of any claim for loss, damage or expense of whatsoever nature and howsoever arising shall in no circumstances exceed a total aggregate sum equal to the amount of the fee payable in respect of the specific service required which gives rise to such claim, provided, however, that iRed shall have no liability for any indirect, special or consequential loss (including loss of profits).

iRed shall be discharged from all liability for all claims for loss, damage or expense unless suit is brought within one year after the date of the performance by iRed of the specific service which gives rise to the claim or in the event of any alleged non-performance within one year of the date when such service should have been completed.

The Client acknowledges that iRed does not, either by entering into a contract or by performing services, assume, abridge, abrogate or undertake to discharge any duty of the Client to any other person.

iRed is neither an insurer nor a guarantor and disclaims all liability in such capacity. Clients seeking a guarantee against loss or damage should obtain appropriate insurance.

The Client shall guarantee, hold harmless and indemnify iRed and its officers, employees, agents or subcontractors against all claims made by any third party for loss, damage or expense of whatsoever nature including reasonable legal expenses and howsoever arising relating to the performance, purported performance or non-performance, of any services to the extent that the aggregate of any such claims relating to any one service exceed the limit mentioned in condition 6(b).

Rights of Ownership Copyright and trademarks

Notwithstanding any payments received from the Client all rights of ownership to all materials prepared by iRed whether written or not shall remain the property of iRed.

Copyright and distribution rights are reserved by iRed at its sole discretion except where these rights are explicitly stated in writing to have been waived or where the contract between iRed and the Client explicitly provides or where the material is so endorsed by iRed.

iRed however grants the right, without prejudice to its position under the previous paragraph, to the Client to copy freely any material provided by iRed as part of work wholly commissioned by the Client provided that distribution of these copies is exclusively within the Client’s particular organisation.

Should the subject material relate to a third party for whom the Client acts iRed further grants the right, without prejudice to its position under the preceding paragraphs, to the Client to copy freely any material provided by iRed as part of work wholly commissioned by the Client provided that distribution of these copies is exclusively within the Client’s particular organisation and the third party’s organisation to which the material relates.

All photos displayed on this site are copyright (moral rights asserted). They may not be copied or downloaded onto any other computer or medium, except insofar as they are cached by web-browsers during normal use.

The gallery and thumbnail images may be displayed on third-party web pages using embedded links, provided their source is acknowledged and they are accompanied by functional links to www.ired.co.uk and stored locally on third party servers or workstations.

The client hereby grants to iRed Ltd and assigns, the irrevocable and unrestricted right to use and publish thermal images of the assets or property surveyed, for editorial, trade, advertising, and any other purpose and in any manner and medium, to alter the same without restriction, and to copyright the same . This clause hereby releases iRed Ltd and their legal representatives and assigns from all claims and liability relating to said thermal images.

Governing Law and Jurisdiction

Except where otherwise stipulated in writing the relations, arrangements and agreements between the parties shall be governed by the laws of England & Wales and all disputes which may arise under out of or in connection with any contract between iRed and the Client shall be submitted to arbitration by the London Court of Arbitration in accordance with its Rules for the time being in force. Service of any notices in the course of such arbitration to the address of the Client given in the Contract shall be valid and sufficient.

All references in the Terms and Conditions to the masculine gender shall deemed to include the feminine and neuter genders. Failure or neglect by iRed to enforce at any time any of the provisions hereof shall not be construed a waiver of iRed’s right nor in any affect the validity of the whole or part of this Contract nor prejudice iRed” rights to take subsequent action.

The headings of the terms and conditions are inserted for convenience or reference only and are not intended to be part of or to affect the meaning or interpretation of any of the terms and conditions of this Contract. In the event that any of these terms, conditions or provisions shall be determined invalid, unlawful or unenforceable it shall be severed from the remaining terms, conditions and provisions which shall continue to be valid to the fullest extent permitted by law.

No agent of either party has authority to make oral representations prior to or after placing an order and the Client has not relied upon any oral representations in placing an order nor has any agent or either party authority to vary or modify the Terms and Conditions herein which may only be varied or modified in writing by iRed.

Training Terms & Conditions

iRed refers to iRed Ltd having its registered office at Unit 6, The Old Flour Mill, Queen Street, Emsworth PO10 7BT. iRed undertakes to provide services in accordance with these general conditions (hereinafter called “General Conditions”) and accordingly all offers or tenders of service and all resulting contracts, agreements or other arrangements will in all respects be governed by these General Conditions, unless otherwise specifically agreed in writing except only to the extent that the law of the place where such arrangements or contracts are made or carried out shall preclude any of the General Conditions and in such case the said local law shall prevail wherever, but only to the extent that, it is at variance with these General Conditions.

Booking Procedure

You can book online at www.ired.co.uk. Alternatively, you can request a quote via email at [email protected] or by phone on +44 (0)1243 370 296.

Booking Confirmation

Once your booking has been processed, we will send you a confirmation email with a receipt which will confirm your place on the course.

Payment

Pro forma invoices will be issued unless alternative arrangements have been agreed by iRed prior to booking. We require payment no later than 7 days before the commencement of any course. Payment can be made by:

  • Credit/Debit Card Online (website booking)
  • Credit/Debit Card over the phone (Mon to Fri, 9am to 5pm)
  • BACs Transfer (see details below)
    • Bank: NatWest
    • Bank Address: 23 West Street, Havant, PO9 1EU
    • Account Name: iRed Ltd
    • Account No: 89500776
    • Sort Code: 60-10-20
    • BIC/Swift No. NWBK GB 2L
    • IBAN: GB68NWBK60102089500776
    • VAT No. GB 787 868 343

Fee Guidance

All of our courses are subject to VAT at the prevailing rate. Unless otherwise stated, all course fees include course materials, tuition and refreshments. Lunch is not included.

Special Requirements

Our team will make every effort to accommodate special requirements that have been notified during the booking process. This includes educational needs (i.e. dyslexia, dyscalculia or wheelchair access).

Course Transfers

Should circumstances mean that you need to transfer to another course, course transfers should be made no later than 14 days prior to the event. If a transfer is requested less than 14 days before the event, 50% of the course fee will be charged.

If a transfer is requested between 15-30 days prior to the event, 25% of the course fee will be charged.

For all course transfers more than 30 days prior to the event, there will be no charge.

No more than one transfer will be allowed per booking.

Cancelling Your Place

Cancellations must be made no later than 14 days prior to the event. If a booking is cancelled less than 14 days before the event or if delegates fail to attend on the day, the course cost is non-refundable.

If a cancellation is made between 15-30 days prior to the event, we will charge 50% of the course fee.

For all cancellations more than 30 days prior to the event, there will be no charge.

Non-Attendance

If you fail to attend the course on which you are booked and have not given prior notice to iRed, then the course fee will remain payable in full.

Course Amendments

Occasionally, events may have to be cancelled if the minimum numbers aren’t met and iRed reserves the right to cancel courses without liability. Please bear this in mind when making your travel and accommodation arrangements if attending one of our classroom courses, and when booking any time off to attend one of our online courses. iRed are not responsible for any costs incurred for travel or accommodation. In the event of a course cancellation or postponement, delegates will be offered the opportunity to attend the course on an alternative date or be given a full course refund.

Venues

Details of the specific venue will be sent in the welcome pack for all courses.

Dress Code

There is no formal dress code for either our classroom or online courses; however, most delegates choose to wear smart casual clothing.

Liability

iRed does not accept responsibility for anyone acting as a result of information or views expressed on training courses or included within course materials. Opinions expressed are those of individual trainers and not necessarily those of iRed.

Online Course – Essentials

All of our online courses require delegates to have access to the following:

  • Speakers / Headphones (For training purposes only. During remote examinations, headphones are not permitted)
  • Microphone
  • WebCam
  • Quiet, undisturbed environment
  • Excellent internet connection

iRed are not obliged to provide alternatives if for any reason delegates cannot meet all of the above once their booking has been processed.

PCN Courses

Delegates attending a BINDT accredited PCN course (classroom), may be required to complete additional paperwork and provide us with two passport-sized photographs of themselves for exam registration and a PCN ID card. This is to be provided on the first day of the course. If not provided, this may incur an additional admin fee of £45.00 ex. VAT.

Please note: Delegates wishing to attend our online courses will have to attend an in-person PCN examination up to a year after course completion. Due to BINDT guidelines, we cannot issue or invigilate any PCN examinations online.

Data Protection

iRed will not sell, rent or distribute your personal information to third parties, unless required to do so by law. We may on occasion use your email address to provide you with infrequent newsletters containing information about our courses and/or services. These can be opted out of by either informing a member of staff at iRed or by unsubscribing at the bottom of the newsletter.

Finance

Delegates opting for finance will first have to be approved by our finance provider. Delegates will be subject to a pre-approval to ensure application approval before proceeding. On approval, delegates will be required to pay a deposit decided between themselves and the provider.

Vouchers

The term “Voucher” is used for any coupons, promotional offers or discount codes offered by iRed or its representatives.

All Vouchers are dated and expire 12 months from the date of issue.

You can only use a voucher once and for it’s full value. You won’t be able to use it again, even if you cancel your booking or payment. There’s a limit of one voucher per booking or purchase.

Vouchers cannot be used in combination with any other promotions or offers.

The full value of any training vouchers can only be used for specific courses stated upon issue.

Vouchers cannot be exchanged for cash.

Vouchers cannot be used in conjunction with finance options.

A voucher can only be redeemed for the same currency as stated on that voucher.

iRed reserves the right to amend these terms and conditions and/or discontinue a voucher at any time. This does not affect your statutory rights.

An iRed Voucher is non-refundable and non-transferable.

iRed reserves the right to refuse a Voucher in payment or part payment of any item where it reasonably suspects that the card of any amount on it may have been stolen, tampered with, duplicated or obtained in an illegal way.

If a customer is given a “free space” on a training course as part of an offer or package (i.e. Buy One Get One Free) and fails to pay the agreed amount, the “free space” will no longer be valid.

iRed reserves the right to cancel any “free spaces” if payment for that party is not met on time (time period will be issued along with invoice). iRed also reserves the right to change the time period given. If this period is shorter than that previously stated, iRed will inform the customer.

Bespoke Training

iRed acts for the person or body from whom the instructions to act have originated (hereinafter called “the Client”). No other party is entitled to give instructions unless so authorised by the Client.

iRed will provide training services in accordance with:

  • the Clients specific instructions as confirmed by iRed;
  • the terms of any standard order form and/or standard specification sheet of iRed, if applicable;

The Client will:

  • ensure that instructions to iRed and sufficient information are given in due time to enable the required training services to be delivered effectively;
    procure all necessary access for iRed’s representatives to enable the required training services to be performed effectively;
  • supply, if required, any special equipment and personnel necessary for the performance of the training services;
  • take all necessary steps to eliminate or remedy any obstruction to, or interruptions in, the performance of training services;

In the event that any unforeseen problem or expenditure arises in the course of carrying out any of the training services, iRed shall be entitled to an additional charge to cover additional time and cost necessarily incurred to complete the training services.

If iRed is unable to perform all or part of the training services because of lack of access or availability of goods or undue postponement or delay, iRed shall be entitled to a delay charge and to reimbursement of any non-refundable expense incurred by iRed.

If iRed is prevented by reason of any cause whatsoever outside iRed’s control from performing or completing any training services for which an order has been given or an agreement made, the Client shall pay to iRed: the amount of all abortive expenditure actually made or incurred; a proportion of the agreed fee equal to the proportion (if any) of the services actually carried out; and iRed shall be relieved of all responsibility whatsoever for the partial or total non-performance of the required training services.

Settlement Terms

The prices quoted include VAT which will be charged on all transactions at the prevailing rate.

Provided that the Client has produced references which in iRed’s opinion are satisfactory the Client shall punctually pay not later than 30 days after the relevant invoice date or within such other period as may have been agreed in writing by iRed all charges rendered by iRed failing which interest will become due at the rate of 3 month LIBOR + 2% per annum from the date of invoice until payment. In all other cases payment shall be in advance. The Client shall not be entitled to retain or defer payment of any sums due to iRed on account of any dispute, cross claim or set off which it may allege against iRed. The client shall also pay all of iRed’s costs of collecting any amounts owed to iRed, including legal fees and court costs.

In the event of any suspension of payment, arrangement with creditors, bankruptcy, insolvency, receivership or cessation of business by the Client iRed shall be entitled to suspend or, at its option, terminate all further services forthwith and without liability.

Force Majeure

iRed shall not be liable for failure to perform or delay in performance of any contract or for the loss or damage to goods indirectly caused by force majeure to include acts of God, fire, theft, riot, war, embargo, strike of labour, delays in delivery or material by suppliers, prohibition of export or import, confiscation of any other occurrences (whether or not of a similar nature to those specified) beyond the control of iRed. No consequences of any such event shall give rise to the recession of the Contract unless in the opinion of iRed the contract becomes incapable of performance.

Confidentiality

iRed agrees to hold all information provided by the Client confidential where the client so specifies save where such information is known to iRed already or exists already in the public domain until either the information enters the public domain or iRed is given the same information by a third party or the Client is found to be in breach of contract by a court of law or three years have elapsed – whichever is the sooner.

Personal Details

The Client consents that any personal information supplied by the Client may be used by iRed in connection with its business.

In cases where the information relates to an individual acting as a business (e.g. sole trader) iRed may search the files of credit reference agencies, who will record the search.

iRed may share this information with third parties with whom they have a business relationship. The Client may be contacted by telephone, mail, fax, or email.

Limitations of Liability & Indemnification

iRed undertakes to exercise due care and skill in the performance of training services and accepts responsibility only in cases of proven negligence.

The liability of iRed in respect of any claim for loss, damage or expense of whatsoever nature and howsoever arising shall in no circumstances exceed a total aggregate sum equal to the amount of the fee payable in respect of the specific service required which gives rise to such claim, provided, however, that iRed shall have no liability for any indirect, special or consequential loss (including loss of profits).

iRed shall be discharged from all liability for all claims for loss, damage or expense unless suit is brought within one year after the date of the performance by iRed of the specific training service which gives rise to the claim or in the event of any alleged non-performance within one year of the date when such service should have been completed.

The Client acknowledges that iRed does not, either by entering into a contract or by performing training services, assume, abridge, abrogate or undertake to discharge any duty of the Client to any other person.

iRed is neither an insurer nor a guarantor and disclaims all liability in such capacity. Clients seeking a guarantee against loss or damage should obtain appropriate insurance.

The Client shall guarantee, hold harmless and indemnify iRed and its officers, employees, agents or subcontractors against all claims made by any third party for loss, damage or expense of whatsoever nature including reasonable legal expenses and howsoever arising relating to the performance, purported performance or non-performance, of any services to the extent that the aggregate of any such claims relating to any one service exceed the limit mentioned above.

Rights of Ownership Copyright and Trademarks

Notwithstanding any payments received from the Client all rights of ownership to all materials prepared by iRed whether written or not shall remain the property of iRed.

Copyright and distribution rights are reserved by iRed at its sole discretion except where these rights are explicitly stated in writing to have been waived or where the contract between iRed and the Client explicitly provides or where the material is so endorsed by iRed.

The gallery and thumbnail images may be displayed on third-party web pages using embedded links, provided their source is acknowledged and they are accompanied by functional links to www.ired.co.uk and stored locally on third party servers or workstations.

Governing Law and Jurisdiction

Except where otherwise stipulated in writing the relations, arrangements and agreements between the parties shall be governed by the laws of England & Wales and all disputes which may arise under out of or in connection with any contract between iRed and the Client shall be submitted to arbitration by the London Court of Arbitration in accordance with its Rules for the time being in force. Service of any notices in the course of such arbitration to the address of the Client given in the Contract shall be valid and sufficient.

All references in the Terms and Conditions to the masculine gender shall be deemed to include the feminine and neuter genders. Failure or neglect by iRed to enforce at any time any of the provisions hereof shall not be construed a waiver of iRed’s right nor in any affect the validity of the whole or part of this Contract nor prejudice iRed’s rights to take subsequent action.

The headings of the terms and conditions are inserted for convenience or reference only and are not intended to be part of or to affect the meaning or interpretation of any of the terms and conditions of this Contract. In the event that any of these terms, conditions or provisions shall be determined invalid, unlawful or unenforceable it shall be severed from the remaining terms, conditions and provisions which shall continue to be valid to the fullest extent permitted by law.

No agent of either party has authority to make oral representations prior to or after placing an order and the Client has not relied upon any oral representations in placing an order nor has any agent or either party authority to vary or modify the Terms and Conditions herein which may only be varied or modified in writing by iRed.

If you require any further information or have any questions, please do not hesitate to contact us on +44 (0)1243 370 296 or send us an email at [email protected]

Sales Terms & Conditions

iRed refers to iRed Ltd having its registered office at Unit 6, The Old Flour Mill, Queen Street, Emsworth PO10 7BT. iRed undertakes to provide services in accordance with these general conditions (hereinafter called “General Conditions”) and accordingly all offers or tenders of service and all resulting contracts, agreements or other arrangements will in all respects be governed by these General Conditions, unless otherwise specifically agreed in writing except only to the extent that the law of the place where such arrangements or contracts are made or carried out shall preclude any of the General Conditions and in such case the said local law shall prevail wherever, but only to the extent that, it is at variance with these General Conditions.

Overview

These are the Terms and Conditions that apply to you when you purchase any of our products (the “Goods”) on our website, ired.co.uk (the “Website”).

They describe the terms on which we will sell the Goods to you. In particular, we must deliver the correct Goods to the right place at the agreed time in good condition, and they explain our liability to you if we fail to meet these standards.

They also explain that you must pay us the correct price, and when legal ownership of the Goods passes from us to you. These issues are important for insurance and risk purposes, and so we have also included a clause to explain the position if Goods are damaged or delayed for reasons outside anyone’s control (including natural causes).

When you buy Goods from us, you buy as a business, and not as a consumer. We do not sell the Goods to consumers. As a result, any purchase made from our Website will not afford you any consumer rights.

The Contract

When you place an order via our Website, this is your offer to buy the Goods from us on these Terms and Conditions, and you must make sure that the order (and any specification that forms part of your order) is correct.

When we send you an email confirmation, you have a binding contract with us, and these Terms and Conditions are part of it.

These Terms and Conditions are our entire agreement. No previous statements or representations that we have made to you form part of these Terms and Conditions unless they are written into it. This includes samples, drawings, advertising, catalogues and other promotional or descriptive material.

If we have given you a quotation for the Goods, it is only valid for 30 days from its issue date. It is not an offer to sell you the Goods.

If either of us needs to give the other a notice under these Terms and Conditions (a “Notice”), the Notice must be given properly to be effective. Clause 10.4 explains how to give a proper Notice.

The Goods

The Goods are described in our sales documentation, on our Website. This sales documentation is intended as a guide only, and we will not be liable for any discrepancies between the Goods and the sales documentation.

If the Goods have been manufactured at your request or to any specification that you have supplied, you will pay for all liabilities, damages, losses and costs that we suffer from of any claim made against us for breach of someone else’s intellectual property rights. This applies even after these Terms and Conditions have ended.

We are allowed to change any of our specifications, or any specification that you have supplied, if this is necessary to comply with any regulations.

Goods that are not in stock with us and must be ordered in specifically for you are non-refundable, unless we state otherwise in writing.

Certain Goods supplied on our Website may be subject to legislative changes, including but not limited to drones and other unmanned aerial vehicles. If any such legislation comes into effect at any time, we shall not be liable for these Goods no longer being able to be used for their intended purpose.

For information on refunds of goods, please refer to our Returns Policy.

Thermal Imaging Cameras

Where you order thermal imaging cameras from our Website, please note that these products are classified as dual use. A ‘dual use product’ is a controlled product and is subject to strict export regulations.

By purchasing thermal imaging cameras, you confirm that you do not intend to and will not export this item outside of the permitted reasons.

For further information on dual use products, please see the UK Government Guidance: https://www.gov.uk/guidance/controls-on-dual-use-goods

Delivery of the Goods

We will give you a delivery note with each delivery of Goods. It will state the order date, the order reference number, the type and quantity of Goods, the storage instructions, and the outstanding balance of the order if we are delivering Goods by instalments.

With some Goods, we collect the packaging materials from you at our expense after delivery. In this case, we will explain the package collection arrangements on the delivery note, and you must follow them.

Delivery dates are approximate, and time of delivery is not of the essence.

We will deliver the Goods to the address you provide when placing your order, as soon as reasonably practicable following the placement of the order.

If you do not accept delivery of the Goods within 10 days of our Notice date, delivery will be completed at 9:00 am on the 10th day after the Notice date. We will then store the Goods and charge you for all storage and related costs (including insurance) until delivery actually takes place. If you have still not taken delivery after 10 days, we are allowed to sell the Goods (or some of them), in which case we will pay you any excess of the sale price over the price you owe us (less our storage and selling costs). If the sale price is below the price you owe us, we will charge you for the shortfall.

If we fail to deliver the Goods, our liability will be limited to your costs of obtaining replacements of similar type and quality at the cheapest available price, less the price of the Goods. We will not be liable for non-delivery if you give us inadequate delivery or other supply instructions.

We are allowed to deliver the Goods in instalments. If we do this, each instalment will make up a separate contract with its own invoice and payment arrangements. If an instalment is delayed, you may not cancel other instalments because of the delay.

Warranty

We want you to be satisfied with the quality of the Goods and so we offer you the following warranty for 12 months from the delivery date:

  • the Goods are the same in all material respects as their description;
  • the Goods are free from material defects;
  • the Goods are of satisfactory quality (within the meaning of the Sale of Goods Act 1979); and
  • the Goods are fit for any purpose that we have specified.

If you discover that some or all of the Goods do not meet our warranty standards, we will either repair or replace them, or refund you the price of the defective Goods. This will only apply, however, if you have done the following:

  • given us Notice of the defect during our warranty period and within 3 days of discovering it;
  • given us a reasonable opportunity of examining the Goods, and
  • returned the Goods to us at our premises if requested.

This will not apply to Goods that are not in stock and must be specifically ordered in for you, unless we state otherwise in writing.

Our warranty does not apply if:

  • you continue to use the Goods after you have given us Notice of a defect;
  • the defect has arisen because you have failed to follow any written or oral instructions on the use, storage, installation, or maintenance of the Goods;
  • the defect arises because we followed your instructions, specifications, drawing or design;
  • you alter or repair the Goods without previously getting our written consent;
  • the defect is a result of fair wear and tear, negligence, abnormal storage or working conditions, or wilful damage;
  • changes have been made to the Goods to comply with applicable regulations.

Our warranty only applies on the terms of this clause, but it also applies on the same terms to any repaired or replacement Goods that we supply.

Sections 13-15 of the Sale of Goods Act 1979 are excluded to the extent that the law permits.

In respect of international orders of Goods (which, for the avoidance of doubt, shall include any order to be delivered outside the United Kingdom) (“International Orders”), we will assist with warranty claims. However, you acknowledge that the warranty may be locked in the particular region in which you are located, and you may be required to work with a local repair centre in order to remedy the defect in the Goods.

Title and Risk

Risk in the Goods passes to you on completion of delivery. You should make sure that you insure the Goods from this time onwards.

Title in the Goods (which means full ownership of them) passes when you have paid us for them in full. Until the title passes, we will still own the Goods and you must treat them as follows:

  • store them separately from other goods so that they can be clearly identified as our property;
  • keep them in good condition and insure them against all risks at their full price from the delivery date. You must make sure that our interest in the Goods is noted on the policy. If you receive any insurance money for the Goods, you must hold it for us separately and not mix it with any other money;
  • do not remove or obscure any identifying mark or packaging;
  • give us any information about the Goods that we ask for.

You will be holding the Goods for us, but you are allowed to resell them in the ordinary course of business.

If anything listed in clause 8 happens, or we think it is reasonably likely to happen, before our title to the Goods has passed to you, we will want to protect our title and the Goods themselves. You must notify us of such circumstances immediately, but in any event we may ask you to deliver up the Goods to us; if you fail to do this straightaway, we will have the right to enter your premises and recover the Goods, or to enter premises owned by anyone who is storing the Goods and remove them. We will not have this right of entry, however, if you have sold the Goods or incorporated them into another product so that they can’t be separated.

This clause 7 will continue even after the rest of these Terms and Conditions come to an end.

Price and Payment

The price of the Goods is stated in the quotation you receive from us, and also your order confirmation. It is exclusive of VAT, packaging, insurance and transport costs for which we will invoice you. Once the Goods leave our place of business, we are no longer responsible for any issues with delivery carriers or for any additional shipping charges or taxes.

We are allowed to increase the price, by giving you a Notice of increase up to 2 days before we deliver the Goods, to take into account any of the following:

  • factors beyond our control (examples include tax changes, foreign exchange fluctuations, increases in the costs of labour, manufacturing, and/or materials etc);
  • changes in delivery dates, or quantities, types, or specifications of Goods that you have asked for;
  • delay caused by you, or your supplying us with inadequate or inaccurate instructions.

You must pay our invoice in full within 2 days of our invoice date. Time of payment is of the essence. If you fail to pay on time, we may charge you interest 8.5% per annum above Bank of England’s base rate from time to time from the due date until payment, whether before or after any court judgment on the debt. The interest will be earned daily and you must pay it all with the overdue amount.

You are not allowed to hold back any payment due to us as a set-off or credit or counterclaim unless the law allows it. However, we may set off any amount you owe us against any amount we owe you.

In respect of International Orders, payment must be made ‘upfront’ or ‘pro forma invoice only’. We will only ship the Goods upon receipt of funds, and there shall be no obligation on us to ship the Goods until full payment has been made.

Insolvency, Incapacity and Breach

If any of the events listed below takes place, or if we think that any of them is likely to happen and we send you a Notice, we may cancel or suspend delivery of the Goods under these Terms and Conditions and any other contract that we have with you, and you must immediately pay us all sums that you owe us for Goods delivered. We are also allowed to charge you a storage charge for any undelivered Goods. The events are:

  • you stop, or threaten to stop, paying your debts (this includes your failure to pay us for the Goods on time as set out in clause 8);
  • you are unable to pay your debts as they fall due, or are deemed to be unable to pay your debts within the meaning of the Insolvency Act 1986;
  • you negotiate with any creditors to reschedule your debts, or you enter into any arrangement or compromise with your creditors concerning your debts;
  • a petition is filed, a notice is given, a resolution is passed or an order is made for your winding-up (other than as part of a solvent amalgamation), or for your bankruptcy;
  • one or more of your creditors or charges of any kind becomes entitled to appoint an administrative receiver or takes possession of any of your assets, or any other legal action is taken against your assets;
  • a court application or order is made for the appointment of an administrator over you and your affairs;
  • you stop carrying on business, or threaten to do so;
  • (if you are an individual) you die or lose physical or mental capacity;
  • you materially breach these Terms and Conditions.

Liability Limitations

We will not be liable to you for any loss of profit or any consequential loss arising from these Terms and Conditions, and our total liability to you under these Terms and Conditions will not exceed the price of the Goods.

These Terms and Conditions do not limit our liability for death, personal injury caused by our negligence, fraud, breach of the terms implied by section 12 of the Sale of Goods Act 1979, defective products under the Consumer Protection Act 1987, or any other matter that the law says we can’t exclude.

Neither party will be liable to the other for failure or delay in carrying out these Terms and Conditions which is caused by an event beyond our reasonable control, which we could not have foreseen or which was unavoidable. This includes industrial disputes, energy or transport failures, acts of God, war, terrorism, civil unrest, explosions, mechanical breakdown, natural disasters, malicious damage, or default of suppliers or sub-contractors.

It is your responsibility to ensure that any drones purchased from our Website will be used in accordance with applicable law and regulation. We will not be liable to you or any third party for your breach of this clause 10.4.

General

We are allowed to assign, transfer, charge or sub-contract our rights and obligations under these Terms and Conditions, but you may not do any of these things unless we have previously agreed in writing that you can.

Nobody other than us and you may rely on any terms of these Terms and Conditions.

Changes to these Terms and Conditions may be made unilaterally by us by posting the updated Terms and Conditions on our Website.

If either party wishes to give a notice to the other under these Terms and Conditions, it must be given in writing and either delivered or sent by first class post to the other’s registered office (or another address specifically given to the sender for this purpose). Delivery by post will be regarded as completed by 9:00 am on the second day after posting. This arrangement does not apply to the service of any documents in legal proceedings.

Delay in exercising a right under these Terms and Conditions will not take away that right or any other right.

The parties will use their best efforts to negotiate in good faith and settle any dispute that may arise out of or relate to these Terms and Conditions or any breach of it.

Any dispute shall not affect the parties’ ongoing obligations under these Terms and Conditions.

These Terms and Conditions are governed by English law and the courts of England and Wales will have exclusive jurisdiction to deal with any disputes arising from it.

Personal Data

Each party will comply with Data Protection Legislation when processing Personal Data as Controller or Processor and following a written request from the other party it will provide such documentary information as may reasonably be requested by either party to demonstrate such compliance.

If either party processes Personal Data as Processor, the following provisions shall apply:

Processor shall only process Personal Data in accordance with Controller’s documented instructions unless required to process such Personal Data for other purposes by applicable laws or regulatory authorities. In such circumstances, Processor shall provide notice to Controller unless the relevant law or regulatory authority prohibits the giving of notice on important grounds of public interest.

The provisions of Articles 28(3)(b) to 28(3)(h) inclusive of the GDPR shall be incorporated into these Terms and Conditions by reference and Processor shall comply with the express obligations of a processor as articulated in Articles 28(3)(b) to 28(3)(h) inclusive of the GDPR as so incorporated, provided that Controller may not instruct Processor to delete data that Processor holds on its own behalf as Controller; and (b) the requirements of Article 28(3)(b) of the GDPR shall not apply to persons that Processor is required by applicable laws or regulatory requirements to grant access to Personal Data.

Processor has primary responsibility to the relevant Data Subjects for the processing of such Personal Data and shall notify Controller of any assistance that Controller may require.

Controller provides a general authorisation to Processor to engage further Processors to process Personal Data upon and subject to the remaining provisions of these Terms and Conditions. A list of those further Processors (if any) will be available on demand, and Processor shall give Controller prior notice of any intended addition to or replacement of those further Processors by updating that list. If Controller reasonably objects to a change to this list and has the right to object to such change pursuant to the express terms of the Data Protection Legislation, Controller may (within 30 days of such change) escalate any reasonable objection to the relationship manager for discussion. Processor shall only engage Processors where they meet the requirements of Article 28(1) of the GDPR and where Processor considers them to be capable of providing the levels of protection for Personal Data required by these Terms and Conditions. Processor will monitor and review the performance of all such Processors regularly and Processor shall by liable for the acts and omissions of such Processors as if they were the acts and omissions of Processor.

Each party may transfer Personal Data outside of the European Economic Area only where it has a lawful basis for that transfer under Articles 44 to 49 (inclusive) of the GDPR.

Each Party shall notify the other promptly and without undue delay on becoming aware of a Personal Data Breach.

Each party shall reimburse the other for all legal and other costs, incurred in connection with any Personal Data Breach and any associated remedial action (including without limitation any costs associated with the investigation of the issue, notifications to affected individuals, regulators and other activities undertaken to remedy or minimise the impact of the breach). Where any Personal Data Breach occurs (either as Controller or Processor), the breaching party shall (at its own cost) take such actions as are reasonably required to remedy, or where that is not possible, to mitigate as much as possible the effects of the Personal Data Breach, including making any required notifications to affected Data Subjects and any applicable regulators.

Insofar as either party is a Controller in relation to Personal Data, that party shall:

  • provide to the other a privacy notice in relation to the Personal Data it processes under these Terms and Conditions that complies with the requirements of the Data Protection Legislation, along with a link to the same, and either:
    • incorporate a summary of the notice and a link to it in its own privacy notice to relevant Data Subjects; or
    • provide such notice directly to the affected individuals; and
  • immediately notify the other party in writing if it receives any complaint, notice or communication which relates to the processing of such Personal Data, and provide the other party such information and co-operation as the other may reasonably require in relation to the matter.

Definitions:

    • “Data Protection Legislation” means:
      • national laws implementing the Data Protection Directive (95/46/EC) and the Directive on Privacy and Electronic Communications (2002/58/EC); and
      • the General Data Protection Regulation (2016/679) (GDPR); and
      • any other similar national privacy law; as applicable from time to time; and
    • “Controller”, “Data Subject”, “Processor”, “Personal Data” and “Personal Data Breach” in these Terms and Conditions shall have the meanings as defined in Data Protection Legislation.
  1. EQUIPMENT HIRE TERMS AND CONDITIONSBACKGROUNDThese Terms and Conditions shall apply:A. to the hire of all equipment (“ the Equipment ”) from iRed Ltd, a Private Limited Company registered inEngland under number 04260219, whose registered and main trading address is Unit 6 The Old Flour Mill,Queen Street, Emsworth. PO10 7BT. (“ the Company ”)B. where the “ Customer ” is hiring the Equipment for the purposes of a Business and not as a “ Consumer ”, as

    defined in Clause 1 of these Terms and Conditions.

    1. Definitions and Interpretation

    1.1 In these Terms and Conditions, unless the context otherwise requires, the following expressions have

    the following meanings:

    “Business” means any business, trade, craft, or profession carried on by the Customer

    or any other person/organisation;

    “Consumer”

    means a Consumer as defined by the Consumer Rights Act 2015, that is to

    say an individual who hires the Equipment for his/her personal use and for

    purposes wholly or mainly outside the purposes of any Business;

    “Customer”

    means the customer who is hiring the Equipment subject to these Terms

    and Conditions (as that meaning is extended by sub-Clauses 1.2.6 and 1.3

    below);

    “Deposit” means the sum payable by the Customer under Clause 3 of these Terms

    and Conditions and as set out in the Hire Agreement;

    “Equipment”

    means the tools or equipment supplied on hire by the Company to the

    Customer subject to these Terms and Conditions, including but not limited

    to Drones, Cameras, Remote Sensing Systems and Software;

    “Force Majeure”

    means any cause that is beyond the reasonable control of the Party in

    question including, but not limited to: power failure; internet service

    provider failure; strikes, lock-outs or other industrial action suffered by the

    Party or its suppliers or contractors; civil unrest; fire; explosion; flood;

    storms; earthquakes; subsidence; acts of terrorism (threatened or actual);

    acts of war; governmental action; epidemic or other natural disaster;

    “Premises” means the Company’s premises from which the Customer will collect the

    Equipment and to which it will return it in accordance with Clause 5;

    “Price List” means the Company’s price list, current at the time of the start of the Hire

    term;

    “Hire” means the hire of the Equipment by the Customer subject to these Terms

    and Conditions;

    “Hire Agreement”

    means the agreement in writing comprising the iRed Equipment Hire Order

    Form entered into by the Customer and the Company incorporating these

    Terms and Conditions which shall govern the Hire of the Equipment; and

    “Hire Fees” means the VAT inclusive sum payable by the Customer for the Hire as

    determined under Clause 5 of these Terms and Conditions.

    © iRed Ltd 1

    1.2 Unless the context otherwise requires, each reference in these Terms and Conditions to:

    1.2.1 “writing”, and any similar expression, includes a reference to any communication affected by

    electronic or facsimile transmission or similar means;

    1.2.2 a statute or a provision of a statute is a reference to that statute or provision as amended or

    re-enacted at the relevant time;

    1.2.3 “these Terms and Conditions” is a reference to these Terms and Conditions and each of the

    Schedules as amended or supplemented at the relevant time;

    1.2.4 a Clause or paragraph is a reference to a Clause of these Terms and Conditions (other than

    the Schedules) or a paragraph of the relevant Schedule; and

    1.2.5 a “Party” or the “Parties” refer to the parties to these Terms and Conditions.

    1.2.6 As the context permits or requires, “ Customer ” includes any individual(s) nominated by

    Customer to hire and use the Equipment on behalf the Customer, and the Customer shall be

    liable for any breach by that individual of any Customer obligations under these Terms and

    Conditions

    1.3 An individual signing the Hire Agreement (“signatory”) on behalf of a Customer hereby represents and

    warrants that the signatory has the authority of that Customer to do so, and the Company will rely on

    that representation and warranty. If the signatory does not have such authority, the signatory shall

    instead be deemed to be the Customer and personally liable as if s/he had signed the Hire Agreement

    as the Customer.

    1.4 The headings used in these Terms and Conditions are for convenience only and shall have no effect

    upon the interpretation of these Terms and Conditions.

    1.5 Words imparting the singular number shall include the plural and vice versa.

    1.6 References to any gender shall include the other gender.

    2. Hire Term

    2.1 The agreed Hire term will be set out in the Hire Agreement.

    2.2 If the Customer wishes to extend the Hire term they may do so at any time prior to the end of the Hire

    term. The Customer must contact the Company to arrange such an extension. Extensions may be

    made for up to 30 days, subject always to the existence of prior reservations made by other

    customers. The Company shall use all reasonable endeavours to satisfy requests for extensions but

    cannot guarantee the availability of the Equipment to the Customer beyond the end of the pre-existing

    Hire term.

    2.3 The Company reserves the right to recall the Equipment immediately at any time. In the event that the

    Company exercises this right the Customer will be reimbursed for any and all days/weeks/months

    remaining in the Hire term or will be issued immediately with replacement Equipment of the same type

    or of the closest type thereto at no additional cost. If the Equipment is not returned to the Company on

    request the Customer shall be deemed to have authorised the Company to enter its premises and use

    any means necessary to recover the Equipment. The Customer shall be charged for any costs

    associated with such recovery.

    3. Deposit

    3.1 The Customer may be required to pay a refundable Deposit to the Company at the commencement of

    the Hire term, prior to delivery of the Equipment. The sum of the Deposit shall be set out in the Hire

    Agreement.

    3.2 At the end of the Hire term the Company shall fully inspect the Equipment upon its return by the

    Customer. If the Equipment requires routine cleaning or maintenance which is the result of normal

    wear and tear the Customer will receive the Deposit back in full. In the event that additional cleaning

    or maintenance is required the Company shall retain the Deposit in full or in part as appropriate and

    shall provide the reasons for such retention to the Customer in writing, including all relevant

    calculations and pricing information.

    © iRed Ltd 2

    4. Prices, Fees and Payment

    4.1 The Company reserves the right to amend the prices at any time and without prior notice

    4.2 The Hire Fees will be determined by reference to the length of the Hire term, the type and quantity of

    Equipment, the Price List and any additional items which may be included in the Hire, as set out in the

    Hire Agreement.

    4.3 Payment shall be made as set out in the Hire Agreement by bank transfer, direct debit, credit or debit

    card.

    4.4 Unless otherwise stated, all fees and charges are exclusive of any applicable VAT.

    4.5 If a customer fails to make any payment in full on the due date, the company may charge the

    customer interest on the amount unpaid at the rate implied by law (Late Payment Act of Commercial

    Debts (Interest) Act 1998, as amended Feb 2018) or at a rate of 5% above Bank of England base

    rate, whichever is the higher.

    5. Collection, Hire and Return

    5.1 The Customer may collect the Equipment from the Premises at the start of the Hire term. The

    Customer may only collect the Equipment, or it will be dispatched, once all payments required under

    Clause 4 have been made and any insurance requirements set out in Clause 8 have been complied

    with.

    5.2 The Company shall use all reasonable endeavours to ensure that the Equipment is ready for

    collection or dispatch at the start of the Hire term.

    5.3 In the event that the Company is unable to provide the Equipment at the start of the Hire term the

    Company shall deliver the Equipment to the Customer at the earliest possible date at the expense of

    the Company. The total Hire Fees payable by the Customer shall be adjusted accordingly to reflect

    the non-availability of the Equipment.

    5.4 For Equipment that is to be delivered to the Customer, the Company will arrange for a fully insured

    courier to collect the equipment on the day prior to hirer commencement. Normally the equipment

    should be delivered by 10:30hrs on the following working day , within the UK mainland. Some

    destinations may require additional delivery time and cost, which will be stated prior to the Hire.

    5.5 At the end of the Hire term, on the agreed date the Customer shall return the Equipment to the

    Premises, or have arranged collection by the Company’s courier on the last day of the hire period.

    5.6 If the Customer is late in returning the Equipment by more than 1 day the Company shall charge the

    Customer for an additional day’s hire at the normal daily rate for that Equipment. The Hire term will be

    extended by one day. The provisions of this sub-Clause 5.5 shall continue to apply daily until the

    Equipment is returned.

    6. Loss or Damage to Equipment

    6.1 The Customer shall be responsible for the safekeeping of the equipment throughout the hire period

    and shall be liable to the company for all loss of or damage to the equipment howsoever caused.

    6.2 The Customer shall notify the company of any loss or damage to any equipment on hire immediately

    of such loss or damage being sustained.

    6.3 In the event that the equipment is lost, stolen or returned damaged, the hire period will be deemed to

    continue until such time as any damaged equipment is repaired or any equipment that is lost, stolen or

    damaged beyond repair is replaced provided that the amount of any additional hire charge payable as

    a direct result of the theft, accidental loss or damage to the equipment shall not exceed 13 weeks

    rental.

    6.4 If any equipment is not returned for any reason, or is damaged on return, for the avoidance of doubt

    the equipment will be charged for at the replacement value along with a surcharge of an additional

    days hire to cover admin costs and the time this equipment is not available for rehire. If equipment has

    to be sent for repair the item or items will be shipped to the manufacturer for repair and remain on hire

    until the equipment can be returned repaired.

    © iRed Ltd 3

    7. Use and Care of the Equipment

    7.1 The Customer may only use the Equipment for the normal purpose for which it is intended.

    7.2 All Equipment must be used in accordance with any and all operation/safety instructions or similar

    documentation provided.

    7.3 Certain items of Equipment may require specialist training, qualification and/or legal permissions prior

    to use. The Customer must ensure that such training, qualification and/or legal permissions is in force

    for those under its authority that will use the Equipment during the Hire term.

    7.4 The Customer may not make any alterations or adjustments to the Equipment beyond those that are

    already possible within the range of adjustments specific to a given item.

    7.5 The Customer may only affix or connect other items to the Equipment where such affixation does not

    exceed the design limitations of the Equipment and is not likely to damage it in any way.

    7.6 The Customer shall at all times treat the Equipment with a reasonable level of care and shall ensure

    that it is kept clean, subject always to reasonable levels of wear and tear.

    7.7 All Equipment which uses consumables such as batteries, fuel cells or storage cards of whatever

    nature must only be used with official consumables (that is, those produced or recommended by the

    manufacturer) or such other products as provided by, or authorised by, the Company.

    7.8 All electrical equipment must only be used with the voltage specific to that piece of Equipment.

    7.9 LiPo batteries must be carefully handled, used and charged/discharged in accordance with

    manufacturer instructions. They will be tested prior to delivery and checked again on return from hire.

    Any damage or evidence of incorrect use will result in the Customer being charged for replacements.

    7.10 The Equipment shall be kept and operated in a suitable environment, and the Customer will obtain the

    Company’s prior written consent if the Equipment or any part thereof will be removed from the UK or

    used in a hazardous environment. For the avoidance of doubt, the Customer shall in no

    circumstances take the Equipment to a country at the time of the Hire Period advised by the Foreign

    Office as being not suitable for any travel or any non-essential travel (as published on the Foreign

    Travel advice website.)

    8. Maintenance

    8.1 The Company shall maintain the Equipment to the standards specified by the relevant manufacturers.

    Only official parts (that is, those produced or recommended by the manufacturer of that particular

    piece of Equipment) shall be used for maintenance and repair work. All Equipment will be fully

    inspected, cleaned and (where necessary) maintained prior to each Hire.

    8.2 The Customer shall not attempt to make any repairs to the Equipment without the prior written

    consent of the Company. When the Company is contacted in this regard it shall have the option of

    replacing the Equipment, repairing the Equipment itself or granting the Customer permission to make

    the necessary repairs. The cost of such replacement or repairs shall be borne by either the Company

    or the Customer, the responsibility being determined by the reasons for the replacement or repairs.

    8.3 If parts require replacement during the Hire term the Company shall have the option of supplying such

    parts to the Customer or supplying replacement Equipment or a suitable substitute (that is, Equipment

    capable of performing the same tasks as that which it replaces).

    8.4 Any parts and / or substitutes provided under sub-Clause 8.3 shall be replaced free of charge by the

    Company provided that such replacement is necessitated by nothing more than normal wear and tear.

    Additional damage may result in the Customer being charged for the cost of replacement parts,

    associated labour, and / or the cost of providing substitute Equipment.

    © iRed Ltd 4

    9. Risk, Title and Insurance

    9.1 The risk of loss, theft or damage to the Equipment shall pass to the Customer upon the Customer

    taking possession of the Equipment and shall remain the Client’s sole risk during the Hire Period and

    any further term during which the Equipment is in the Client’s possession.

    9.2 Notwithstanding delivery and the passing of risk, all equipment supplied shall remain the property of

    the Company. The Customer has no right, title or interest in the hire Equipment except that they are

    hired to the Customer.

    9.3 It is the Customer’s responsibility to ensure the hired equipment is fully insured for the duration of the

    hire period.

    9.4 The Customer shall ensure that the Company’s interest is noted by the insurers and shall notify the

    Company accordingly and give such other details of the policy or policies as the Company may

    require.

    9.5 The Customer’s policy shall provide cover for all loss or damage whatsoever to the equipment

    including, but not limited to, the full replacement value of the equipment, the full cost of repairing any

    damage and the continuing hire charges (detailed in clause 6.4 above). Particulars of replacement

    values, repair costs and daily rates for continuing hire will be supplied by the Company on request as

    appropriate.

    10. Cancellation/Curtailment

    10.1 If notice of cancellation or curtailment is received by the Company at 24 hours or less notice, then the

    booking will be charged at full rate. Similarly, bookings cancelled more than 24 but less 48 hours

    before a booking begins will be charged at 50% of the full rate and bookings cancelled more than 48

    but less 72 hours before a booking begins will charged at 25% of the full rate.

    11. Liability

    11.1 The Company will not be liable to the Customer for any failure or delay in performing the Company’s

    obligations where such failure or delay results from Force Majeure;

    11.2 The Company shall not be liable in contract or tort (including negligence) by reason of any breach by it

    of any term of these Terms and Conditions or other express term of the Hire Agreement, or breach by

    the Company of any implied warranty, condition or other term, or any negligent or innocent

    misrepresentation, or any negligence or other duty at common law, for any:

    10.2.1 loss of use or unavailability of any Equipment;

    10.2.2 interruption to business;

    10.2.3 loss of income, revenue, business;

    10.2.4 loss of business opportunity;

    10.2.5 loss of profit or contracts;

    10.2.6 loss of anticipated savings; or

    10.2.7 any indirect, special or consequential loss, damage, costs, expenses or other claims;

    arising from any act or omission by the Company or any of its agents or employees or sub-contractors or any

    other person or entity in connection with the performance of the Company’s obligations arising under

    these Terms and Conditions and the Hire Agreement.

    11.3 The Company will not be liable for any personal injury or damage to property which results from the

    improper use of the Equipment.

    11.4 Nothing in these Terms and Conditions is intended to or will exclude or limit the Company’s liability for

    death or personal injury caused by its negligence (including that of its employees, agents or

    sub-contractors) or for fraud or fraudulent misrepresentation.

    11.5 Without prejudice to any of the above provisions of this Clause 9, the Company’s total liability under

    these Terms and Conditions shall be limited to the value of the Hire Agreement, that is, the total Hire

    Fees payable by the Customer.

    © iRed Ltd 5

    12. Data Protection

    11.1 All personal information that the Company may use will be collected, processed, and held in

    accordance with the provisions of EU Regulation 2016/679 General Data Protection Regulation

    (“GDPR”) and the Customer’s rights under the GDPR.

    11.2 For complete details of the Company’s collection, processing, storage, and retention of personal data

    including, but not limited to, the purpose(s) for which personal data is used, the legal basis or bases

    for using it, details of the Customer’s rights and how to exercise them, and personal data sharing

    (where applicable), please refer to the Company’s Privacy Notice available from www.ired.co.uk.

    13. Termination

    13.1 Where the Customer is an individual, the Company shall be entitled to terminate the Hire Agreement

    in the event that:

    13.1.1 the Customer is in breach of these Terms and Conditions;

    13.1.2 the Customer has had their personal belongings confiscated in order to satisfy debts; or

    13.1.3 the Customer has a receiving order made against them.

    13.2 Where the Customer is a company, the Company shall be entitled to terminate the Hire Agreement in

    the event that:

    13.2.1 the Customer is in breach of these Terms and Conditions;

    13.2.2 the Customer goes into bankruptcy or liquidation either voluntary or compulsory (save for the

    purposes of bona fide corporate reconstruction or amalgamation) or if a receiver is appointed

    in respect of the whole or any part of its assets.

    13.3 In the event of termination for any of the above reasons:

    13.3.1 all payments required under the Hire Agreement shall become due and immediately payable;

    and

    13.3.2 the Company shall have the immediate right to request the immediate return of the Equipment

    or repossess the Equipment and may charge the Customer for any reasonable costs involved

    in such repossession.

    14. Communications, Complaints and Feedback

    14.1 The Company always welcomes feedback from its customers and, whilst the Company always uses

    all reasonable endeavours to ensure that its customers’ experience is a positive one, the Company

    nevertheless welcomes the opportunity to resolve any complaints.

    14.2 All complaints are handled in accordance with the Company’s complaints handling policy and

    procedure, available from www.ired.co.uk.

    14.3 If the Customer wishes to complain about any aspect of its dealings with the Company, including, but

    not limited to, these Terms and Conditions, the Hire Agreement, or the Equipment, please contact the

    Company in one of the following ways:

    14.3.1 In writing, addressed to The Operations Director, iRed Ltd, Unit 6 The Old Flour Mill, Queen

    Street, Emsworth. PO10 7BT;

    14.3.2 By email, addressed to [email protected];

    14.3.3 Using the Company’s complaints form, following the instructions included with the form;

    14.3.4 By contacting the Company by telephone on 01243 370296.

    © iRed Ltd 6

    15. Entire Agreement

    15.1 The documents comprising the Hire Agreement, these Terms and Conditions and any other

    documents expressly incorporated into the Hire Agreement, contain the entire agreement between the

    Parties with respect to its subject matter and may not be modified except by an instrument in writing

    signed by the duly authorised representatives of the Parties.

    15.2 Each Party acknowledges that, in entering into the Hire Agreement, neither Party gives any warranty

    or relies on any representation, warranty or other provision except as expressly provided in the

    documents comprising the Hire Agreement.

    16. Other Important Terms

    16.1 The Company may transfer (assign) its obligations and rights under these Terms and Conditions (and

    under the Hire Agreement, as applicable) to a third party (this may happen, for example, if the

    Company sells its business). If this occurs the Customer will be informed by the Company. The

    Customer’s rights under these Terms and Conditions will not be affected and the Company’s

    obligations under these Terms will be transferred to the third party who will remain bound by them.

    16.2 The Customer may not transfer (assign) their obligations and rights under these Terms and

    Conditions (and under the Hire Agreement, as applicable) without the Company’s express written

    permission.

    16.3 The Hire Agreement is between the Customer and the Company. It is not intended to benefit any

    other person or third party in any way and no such person or party will be entitled to enforce any

    provision of these Terms and Conditions.

    16.4 If any of the provisions of these Terms and Conditions are found to be unlawful, invalid or otherwise

    unenforceable by any court or other authority, that / those provision(s) shall be deemed severed from

    the remainder of these Terms and Conditions. The remainder of these Terms and Conditions shall be

    valid and enforceable.

    16.5 No failure or delay by the Company in exercising any of its rights under these Terms and Conditions

    means that it has waived that right, and no waiver by the Company of a breach of any provision of

    these Terms and Conditions means that it will waive any subsequent breach of the same or any other

    provision.

    17. Governing Law and Jurisdiction

    17.1 These Terms and Conditions, the Hire Agreement, and the relationship between the Customer and

    the Company (whether contractual or otherwise) shall be governed by, and construed in accordance

    with English law.

    17.2 Any dispute, controversy, proceedings or claim between the Customer and the Company relating to

    these Terms and Conditions, the Hire Agreement, or the relationship between the Customer and the

    Company (whether contractual or otherwise) shall be subject to the exclusive jurisdiction of the

    English Courts.

  1. Refunds & Returns
    Last updated July 2019If there is an issue with any goods you have purchased from our website, please contact us at [email protected] in the first instance, explaining the reasons you are requesting a refund.Refunds will be provided on a case-by-case basis, and we will decide in our sole discretion whether we will provide a refund.As a rule, goods cannot be returned due to software issues. Goods will also not be refunded because a legislative change has rendered the product obsolete or no longer fit for its intended use.If we decide to refund you, the goods must be considered “new” and must not have been used in any way. This includes all original accessories, undamaged packaging and any additional extras.There are certain goods, including those supplied by DJI, which are considered “used” as soon as they have been activated. To be “activated”, goods may be charged, powered on, updated or installed. There may be other uses which result in goods being activated which are not listed in this refund policy. If these goods are returned, there will be a restocking fee applied.

    Goods that are used or damaged will not be refunded in any circumstances.

    Any goods for which we do not hold stock, and have ordered in specifically for you, will not be refunded in any circumstances.

    The final decision as to whether a good is considered used, and/or is eligible for a refund, lies with iRed Limited.

    For further information on the purchase of our goods, please refer to our Terms and Conditions.