Terms and Conditions
1.1 “Supplier” means Exhibition & Display Services Pty Ltd, its successors and assigns or any person acting on behalf of, and with the authority of, Exhibition & Display Services Pty Ltd.
1.2 “Hirer” means the person/s or any person acting on behalf of and with the authority of the Hirer requesting the Supplier to supply the Goods as specified in any quotation, order, invoice or other documentation as provided by the Supplier to the Hirer, and:
(a) if there is more than one (1) Hirer, is a reference to each Hirer jointly and severally; and
(b) if the Hirer is a part of a trust, shall be bound in their capacity as a trustee; and
(c) includes the Hirer’s executors, administrators, successors and permitted assigns.
1.3 “Goods” means all Goods (including any accessories) supplied by the Supplier to the Hirer at the Hirer’s request from time to time (where the context so permits the terms ‘Goods’ or ‘Services’ shall be interchangeable for the other).
1.4 “Minimum Hire Period” means the least possible timeframe the Goods are supplied to the Hirer on a hire basis by the Supplier, as described on the quotation, order, invoice, or any other documentation as provided by the Supplier to the Hirer.
1.5 “Charges” means the price payable (plus any GST where applicable) for the hire of the Goods as agreed between the Supplier and the Hirer in accordance with clause 5 below.
1.6 “GST” means Goods and Services Tax (GST) as defined within the “A New Tax System (Goods and Services Tax) Act 1999” (Cth).
2.1 The Hirer is taken to have exclusively accepted and is immediately bound, jointly and severally, by these terms and conditions if the Hirer places an order for Goods, or accepts Delivery.
2.2 These terms and conditions may only be amended with the consent of both parties in writing and shall prevail to the extent of any inconsistency with any other document or agreement between the Hirer and the Supplier.
2.3 Electronic signatures shall be deemed to be accepted by either party providing that the parties have complied with Section 14 of the Electronic Transactions (Queensland) Act 2001 or any other applicable provisions of that Act or any Regulations referred to in that Act.
3. Errors and Omissions
3.1 The Hirer acknowledges and accepts that the Supplier shall, without prejudice, accept no liability in respect of any alleged or actual error(s) and/or omission(s):
(a) resulting from an inadvertent mistake made by the Supplier in the formation and/or administration of this contract; and/or
(b) contained in/omitted from any literature (hard copy and/or electronic) supplied by the Supplier in respect of the Goods.
3.2 In the event such an error and/or omission occurs in accordance with clause 3.1, and is not attributable to the negligence and/or wilful misconduct of the Supplier; the Hirer shall not be entitled to treat this contract as repudiated nor render it invalid.
4. Change in Control
4.1 The Hirer shall give the Supplier not less than fourteen (14) days prior written notice of any proposed change of ownership of the Hirer and/or any other change in the Hirer’s details (including but not limited to, changes in the Hirer’s name, address, contact phone or fax number/s, or business practice). The Hirer shall be liable for any loss incurred by the Supplier as a result of the Hirer’s failure to comply with this clause.
5. Charges and Payment
5.1 At the Supplier’s sole discretion, the Charges shall be either:
(a) as indicated on any invoice provided by the Supplier to the Hirer; or
(b) the Supplier’s quoted price (subject to clause 5.2) which will be valid for the period stated in the quotation or otherwise for a period of fourteen (14) days.
5.2 The Supplier reserves the right to change the Charges if a variation to the Supplier’s quotation is requested. Variations will be charged for on the basis of the Supplier’s quotation, and will be detailed in writing, and shown as variations on the Supplier’s invoice. The Hirer shall be required to respond to any variation submitted by the Supplier within ten (10) working days. Failure to do so will entitle the Supplier to add the cost of the variation to the Charges. Payment for all variations must be made in full at the time of their completion.
5.3 At the Supplier’s sole discretion, a non-refundable deposit of up to fifty percent (50%) may be required upon the Hirer’s acceptance of the Supplier’s quotation.
5.4 Time for payment for the Goods being of the essence, the Charges will be payable by the Hirer on the date/s determined by the Supplier, which may be:
(a) for orders over one thousand dollars ($1,000.00), a fifty percent (50%) payment will be due on acceptance of the quote and the balance within seven (7) days of Delivery; or
(b) before Delivery if the total Charges are under one thousand dollars ($1,000.00); or
(c) on Delivery; or
(d) the date specified on any invoice or other form as being the date for payment; or
(e) failing any notice to the contrary, the date which is seven (7) days following the date of any invoice given to the Hirer by the Supplier.
5.5 Payment may be made by cash, cheque, bank cheque, electronic/on-line banking, credit card (a surcharge per transaction may apply) or by any other method as agreed to between the Hirer and the Supplier.
5.6 Unless otherwise stated the Charges do not include GST. In addition to the Charges the Hirer must pay to the Supplier an amount equal to any GST the Supplier must pay for any supply by the Supplier under this or any other agreement for the sale/hire of the Goods. The Hirer must pay GST, without deduction or set off of any other amounts, at the same time and on the same basis as the Hirer pays the Charges. In addition, the Hirer must pay any other taxes and duties that may be applicable in addition to the Charges except where they are expressly included in the Charges.
5.7 Receipt by the Supplier of any form of payment other than cash shall not be deemed to be payment until that form of payment has been honoured, cleared or recognised, and until then the Suppliers rights in relation to this contract, shall continue.
5.8 The Hirer shall not be entitled to set off against, or deduct from the Charges, any sums owed or claimed to be owed to the Hirer by the Supplier nor to withhold payment of any invoice because part of that invoice is in dispute.
6. Hire Period
6.1 Charges shall be incurred from the time the Goods depart from the Supplier’s premises, and will continue until the return of the Goods to the Supplier’s premises, and/or until the expiry of the Minimum Hire Period, whichever last occurs.
6.2 The date upon which the Hirer advises of termination shall in all cases be treated as a full day’s hire.
6.3 No allowance whatsoever can be made for time during which the Goods are not in use for any reason, unless the Supplier confirms special prior arrangements in writing. In the event of any defect in the Goods, provided the Hirer notifies the Supplier in accordance with clause 12.1, Charges will not be payable during the time the Goods are not functional, unless the condition is due to negligence or misuse on the part of or attributable to the Hirer.
7.1 Delivery of the Goods (“Delivery”) are taken to occur at the time that:
(a) the Hirer (or the Hirer’s nominated carrier) takes possession of the Goods at the Supplier’s address; or
(b) the Supplier (or the Supplier’s nominated carrier) delivers the Goods to the Hirer’s nominated address even if the Hirer is not present at the address.
7.2 At the Supplier’s sole discretion, the cost of Delivery shall either be included in, or in addition to, the Charges.
7.3 The Hirer must take Delivery, by receipt or collection of the Goods, whenever they are tendered for Delivery. In the event that the Hirer is unable to take Delivery, as arranged, then the Supplier shall be entitled to charge a reasonable fee for redelivery of the Goods.
7.4 The Supplier may deliver the Goods in separate instalments. Each separate instalment shall be invoiced and paid in accordance with the provisions in these terms and conditions.
7.5 Any time or date given by the Supplier to the Hirer is an estimate only. The Hirer must still accept Delivery, even if late, and the Supplier will not be liable for any loss or damage incurred by the Hirer as a result of Delivery being late.
8. Hirer’s Responsibilities
8.1 The Hirer shall:
(a) satisfy itself at commencement that the Goods are suitable for its purposes;
(b) maintain the Goods in good and substantial repair and condition (reasonable wear and tear excepted) as is required by the Supplier;
(c) notify the Supplier immediately of the full circumstances of any defect or accident. The Hirer is not absolved from the requirements to safeguard the Goods by giving such notification;
(d) use the Goods in a proper manner, safely, only for its intended use, and in accordance with any manufacturer’s instruction whether supplied by the Supplier or posted on the Goods;
(e) not affect any alteration or repairs of any nature whatsoever to the Goods, except under the supervision of the Supplier or its duly authorised representative;
(f) keep the Goods in their own possession and control and shall not assign the benefit of the contract nor be entitled to lien over the Goods;
(g) employ the Goods solely in its own purposes and shall not permit the Goods or any part thereof to be used by any other party for any other purpose;
(h) not exceed the recommended or legal capacity limits of the Goods (where applicable);
(i) not fix any of the Goods in such a manner as to make it legally a fixture forming part of any freehold;
(j) not sell (or offer for sale), assign, mortgage, pledge, underlet, lend or otherwise deal with the Goods (or any parts thereof or any interest therein), but will keep the Goods in its own possession and will not allow any item to be created upon the said Goods, whether for repairs or otherwise, and will protect the said Goods against distress execution or seizure and will indemnify the Supplier against all losses, costs, charges and expenses incurred thereby for any reason or in respect thereof;
(k) on termination, forthwith (at the Hirer’s own risk and cost) peaceably deliver up the Goods, complete with all parts and accessories, clean and in good order as delivered, fair wear and tear accepted, to the Supplier’s premises (unless predetermined by the Supplier).
8.2 Immediately on request by the Supplier the Hirer will pay:
(a) the new list price of any Goods or accessories that are for whatever reason destroyed, written off or not returned to the Supplier;
(b) all costs incurred in cleaning the Goods (where applicable);
(c) all costs of repairing any damage caused by:
(i) the ordinary use of the Goods up to an amount equal to ten percent (10%) of the new list price of the Goods;
(ii) wilful or negligent actions of the Hirer, or the Hirer’s employees, caused (in the opinion of the Supplier) by the Hirer’s misuse;
(iii) vandalism, or (in the Supplier’s reasonable opinion) in any way whatsoever other than by the ordinary use of the Goods by the Hirer;
(d) any costs incurred by the Supplier in picking up and returning the Goods to the Supplier’s premises if the Hirer does not return the Goods to the Supplier’s premises or any pre-agreed pickup location when it was originally agreed that the Hirer would do so.
(e) any lost hire fees the Supplier would have otherwise been entitled to for the Goods, under this, or any other contract;
(f) any insurance excess payable in relation to a claim made by either the Hirer or the Supplier in relation to any damage caused by, or to, the Goods whilst the same is hired by the Hirer and irrespective of whether charged by the Hirer’s insurers or the Supplier’s.
9.1 The Goods are and will at all times remain the absolute property of the Supplier, however the Hirer accepts full responsibility for:
(a) the safekeeping of the Goods and indemnifies the Supplier for all loss, theft, or damage to the Goods howsoever caused and without limiting the generality of the foregoing whether or not such loss, theft, or damage is attributable to any negligence, failure, or omission of the Hirer; and
(b) shall keep the Supplier indemnified against all liability in respect of all actions, proceedings, claims, damages, costs and expenses in respect of any injury to persons, damage to property, or otherwise arising out of the use of the Goods during the hire period and whether or not arising from any negligence, failure or omission of the Hirer or any other persons. Furthermore, the Hirer will insure, or self-insure, the Supplier’s interest in the Goods against physical loss or damage including, but not limited to, the perils of accident, fire, theft and burglary and all other usual risks, and will affect adequate Public Liability Insurance covering any loss, damage or injury to property arising out of the Goods. Further the Hirer will not use the Goods nor permit it to be used in such a manner as would permit an insurer to decline any claim.
9.2 The Hirer is not authorised to pledge the Supplier’s credit for repairs to the Goods or to create a lien over the Goods in respect of any repairs.
9.3 If the Hirer fails to return the Goods to the Supplier, then the Supplier (or the Supplier’s agent) may, as the invitee of the Hirer, enter upon and into land and premises owned, occupied or used by the Hirer, or any premises where the Goods are situated and take possession of the Goods, without being responsible for any damage thereby caused. The Hirer on demand shall repay all costs and expenses incurred by the Supplier with respect to the recovery of the Goods to the Supplier.
10. Personal Property Securities Act 2009 (“PPSA”)
10.1 In this clause financing statement, financing change statement, security agreement, and security interest has the meaning given to it by the PPSA.
10.2 Upon assenting to these terms and conditions in writing the Hirer acknowledges and agrees that these terms and conditions constitute a security agreement for the purposes of the PPSA and creates a security interest in all Goods that has previously been supplied and that will be supplied in the future by the Supplier to the Hirer.
10.3 The Hirer undertakes to:
(a) promptly sign any further documents and/or provide any further information (such information to be complete, accurate and up-to-date in all respects) which the Supplier may reasonably require to;
(i) register a financing statement or financing change statement in relation to a security interest on the Personal Property Securities Register;
(ii) register any other document required to be registered by the PPSA; or
(iii) correct a defect in a statement referred to in clause 10.3(a)(i) or 10.3(a)(ii);
(b) indemnify, and upon demand reimburse, the Supplier for all expenses incurred in registering a financing statement or financing change statement on the Personal Property Securities Register established by the PPSA or releasing any Goods charged thereby;
(c) not register a financing change statement in respect of a security interest without the prior written consent of the Supplier;
(d) not register, or permit to be registered, a financing statement or a financing change statement in relation to the Goods in favour of a third party without the prior written consent of the Supplier;
(e) immediately advise the Supplier of any material change in its business practices of selling Goods which would result in a change in the nature of proceeds derived from such sales.
10.4 The Supplier and the Hirer agree that sections 96, 115 and 125 of the PPSA do not apply to the security agreement created by these terms and conditions.
10.5 The Hirer waives their rights to receive notices under sections 95, 118, 121(4), 130, 132(3)(d) and 132(4) of the PPSA.
10.6 The Hirer waives their rights as a grantor and/or a debtor under sections 142 and 143 of the PPSA.
10.7 Unless otherwise agreed to in writing by the Supplier, the Hirer waives their right to receive a verification statement in accordance with section 157 of the PPSA.
10.8 The Hirer must unconditionally ratify any actions taken by the Supplier under clauses 10.3 to 10.5.
10.9 Subject to any express provisions to the contrary nothing in these terms and conditions is intended to have the effect of contracting out of any of the provisions of the PPSA.
10.10 Only to the extent that the hire of the Goods exceeds a twelve (12) month hire period (or a six (6) month hire period with the right of renewal), shall this clause 10 apply, and this contract a security agreement for the purposes of PPSA generally, and in particular Section 20.
11. Security and Charge
11.1 In consideration of the Supplier agreeing to supply the Goods, the Hirer charges all of its rights, title and interest (whether joint or several) in any land, realty or other assets capable of being charged, owned by the Hirer either now or in the future, to secure the performance by the Hirer of its obligations under these terms and conditions (including, but not limited to, the payment of any money).
11.2 The Hirer indemnifies the Supplier from and against all the Supplier’s costs and disbursements including legal costs on a solicitor and own client basis incurred in exercising the Supplier’s rights under this clause.
11.3 The Hirer irrevocably appoints the Supplier and each director of the Supplier as the Hirer’s true and lawful attorney/s to perform all necessary acts to give effect to the provisions of this clause 11 including, but not limited to, signing any document on the Hirer’s behalf.
12. Defects, Warranties and Returns, Competition and Consumer Act 2010 (CCA)
12.1 The Hirer must inspect the Goods on Delivery and must within twenty-four (24) hours of such time notify the Supplier in writing of any evident defect/damage, shortage in quantity, or failure to comply with the description or quotation. The Hirer must notify any other alleged defect in the Goods as soon as reasonably possible after any such defect becomes evident. Upon such notification the Hirer must allow the Supplier to inspect the Goods.
12.2 Under applicable State, Territory and Commonwealth Law (including, without limitation the CCA), certain statutory implied guarantees and warranties (including, without limitation the statutory guarantees under the CCA) may be implied into these terms and conditions (“Non-Excluded Guarantees”).
12.3 The Supplier acknowledges that nothing in these terms and conditions purports to modify or exclude the Non-Excluded Guarantees.
12.4 Except as expressly set out in these terms and conditions or in respect of the Non-Excluded Guarantees, the Supplier makes no warranties or other representations under these terms and conditions including but not limited to the quality or suitability of the Goods. The Supplier’s liability in respect of these warranties is limited to the fullest extent permitted by law.
12.5 If the Hirer is a consumer within the meaning of the CCA, the Supplier’s liability is limited to the extent permitted by section 64A of Schedule 2.
12.6 If the Supplier is required to replace the Goods under this clause or the CCA, but is unable to do so, the Supplier may refund any money the Hirer has paid for the hire of the Goods.
12.7 If the Hirer is not a consumer within the meaning of the CCA, the Supplier’s liability for any defect or damage in the Goods is:
(a) limited to the value of any express warranty or warranty card provided to the Hirer by the Supplier at the Supplier’s sole discretion;
(b) otherwise negated absolutely.
12.8 Subject to this clause 12, returns will only be accepted provided that:
(a) the Hirer has complied with the provisions of clause 12.1; and
(b) the Supplier has agreed that the Goods are defective; and
(c) the Goods are returned within a reasonable time at the Hirer’s cost (if that cost is not significant); and
(d) the Goods are returned in as close a condition to that in which they were delivered as is possible.
12.9 Notwithstanding clauses 12.1 to 12.8 but subject to the CCA, the Supplier shall not be liable for any defect or damage which may be caused or partly caused by or arise as a result of:
(a) the Hirer failing to properly maintain or store the Goods;
(b) the Hirer using the Goods for any purpose other than that for which they were designed;
(c) the Hirer continuing the use of the Goods after any defect became apparent or should have become apparent to a reasonably prudent operator or user;
(d) the Hirer failing to follow any instructions or guidelines provided by the Supplier;
(e) fair wear and tear, any accident, or act of God.
12.10 Notwithstanding anything contained in this clause if the Supplier is required by a law to accept a return then the Supplier will only accept a return on the conditions imposed by that law.
13. Default and Consequences of Default
13.1 Interest on overdue invoices shall accrue daily from the date when payment becomes due, until the date of payment, at a rate of two and a half percent (2.5%) per calendar month (and at the Supplier’s sole discretion such interest shall compound monthly at such a rate) after as well as before any judgment.
13.2 If the Hirer owes the Supplier any money the Hirer shall indemnify the Supplier from and against all costs and disbursements incurred by the Supplier in recovering the debt (including but not limited to internal administration fees, legal costs on a solicitor and own client basis, the Supplier’s collection agency costs, and bank dishonour fees).
13.3 Further to any other rights or remedies the Supplier may have under this contract, if a Hirer has made payment to the Supplier, and the transaction is subsequently reversed, the Hirer shall be liable for the amount of the reversed transaction, in addition to any further costs incurred by the Supplier under this clause 13 where it can be proven that such reversal is found to be illegal, fraudulent or in contravention to the Hirer’s obligations under this contract.
13.4 Without prejudice to the Supplier’s other remedies at law the Supplier shall be entitled to cancel all or any part of any order of the Hirer which remains unfulfilled and all amounts owing to the Supplier shall, whether or not due for payment, become immediately payable if:
(a) any money payable to the Supplier becomes overdue, or in the Supplier’s opinion the Hirer will be unable to make a payment when it falls due;
(b) the Hirer has exceeded any applicable credit limit provided by the Supplier;
(c) the Hirer becomes insolvent, convenes a meeting with its creditors or proposes or enters into an arrangement with creditors, or makes an assignment for the benefit of its creditors; or
(d) a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Hirer or any asset of the Hirer.
14.1 Without prejudice to any other remedies the Supplier may have, if at any time the Hirer is in breach of any obligation (including those relating to payment) under these terms and conditions the Supplier may suspend or terminate the supply of Goods to the Hirer. The Supplier will not be liable to the Hirer for any loss or damage the Hirer suffers because the Supplier has exercised its rights under this clause.
14.2 The Supplier may cancel any contract to which these terms and conditions apply or cancel Delivery at any time before the Goods are delivered by giving written notice to the Hirer. On giving such notice the Supplier shall repay to the Hirer any money paid by the Hirer for the hire of the Goods. The Supplier shall not be liable for any loss or damage whatsoever arising from such cancellation.
14.3 In the event that the Hirer cancels Delivery, the Hirer shall be liable for any and all loss incurred (whether direct or indirect) by the Supplier as a direct result of the cancellation (including, but not limited to, any loss of profits).
15. Privacy Act 1988
15.1 The Hirer agrees for the Supplier to obtain from a credit reporting body (CRB) a credit report containing personal credit information (e.g. name, address, D.O.B, occupation, previous credit applications, credit history) about the Hirer in relation to credit provided by the Supplier.
15.2 The Hirer agrees that the Supplier may exchange information about the Hirer with those credit providers and with related body corporates for the following purposes:
(a) to assess an application by the Hirer; and/or
(b) to notify other credit providers of a default by the Hirer; and/or
(c) to exchange information with other credit providers as to the status of this credit account, where the Hirer is in default with other credit providers; and/or
(d) to assess the creditworthiness of the Hirer including the Hirer’s repayment history in the preceding two (2) years.
15.3 The Hirer consents to the Supplier being given a consumer credit report to collect overdue payment on commercial credit.
15.4 The Hirer agrees that personal credit information provided may be used and retained by the Supplier for the following purposes (and for other agreed purposes or required by):
(a) the provision of Goods; and/or
(b) analysing, verifying and/or checking the Hirer’s credit, payment and/or status in relation to the provision of Goods; and/or
(c) processing of any payment instructions, direct debit facilities and/or credit facilities requested by the Hirer; and/or
(d) enabling the collection of amounts outstanding in relation to the Goods.
15.5 The Supplier may give information about the Hirer to a CRB for the following purposes:
(a) to obtain a consumer credit report;
(b) allow the CRB to create or maintain a credit information file about the Hirer including credit history.
15.6 The information given to the CRB may include:
(a) personal information as outlined in 15.1 above;
(b) name of the credit provider and that the Supplier is a current credit provider to the Hirer;
(c) whether the credit provider is a licensee;
(d) type of consumer credit;
(e) details concerning the Hirer’s application for credit or commercial credit (e.g. date of commencement/termination of the credit account and the amount requested);
(f) advice of consumer credit defaults, overdue accounts, loan repayments or outstanding monies which are overdue by more than sixty (60) days and for which written notice for request of payment has been made and debt recovery action commenced or alternatively that the Hirer no longer has any overdue accounts and the Supplier has been paid or otherwise discharged and all details surrounding that discharge (e.g. dates of payments);
(g) information that, in the opinion of the Supplier, the Hirer has committed a serious credit infringement;
(h) advice that the amount of the Hirer’s overdue payment is equal to or more than one hundred and fifty dollars ($150).
15.7 The Hirer shall have the right to request (by e-mail) from the Supplier:
(a) a copy of the information about the Hirer retained by the Supplier and the right to request that the Supplier correct any incorrect information; and
(b) that the Supplier does not disclose any personal information about the Hirer for the purpose of direct marketing.
15.8 The Supplier will destroy personal information upon the Hirer’s request (by e-mail) or if it is no longer required unless it is required in order to fulfil the obligations of this agreement or is required to be maintained and/or stored in accordance with the law.
15.9 The Hirer can make a privacy complaint by contacting the Supplier via e-mail. The Supplier will respond to that complaint within seven (7) days of receipt and will take all reasonable steps to make a decision as to the complaint within thirty (30) days of receipt of the complaint. In the event that the Hirer is not satisfied with the resolution provided, the Hirer can make a complaint to the Information Commissioner at www.oaic.gov.au.
16.1 The failure by either party to enforce any provision of these terms and conditions shall not be treated as a waiver of that provision, nor shall it affect that party’s right to subsequently enforce that provision. If any provision of these terms and conditions shall be invalid, void, illegal or unenforceable the validity, existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.
16.2 These terms and conditions and any contract to which they apply shall be governed by the laws of Queensland, the state in which the Supplier has its principal place of business, and are subject to the jurisdiction of the Brisbane courts in that state.
16.3 Subject to clause 12, the Supplier shall be under no liability whatsoever to the Hirer for any indirect and/or consequential loss and/or expense (including loss of profit) suffered by the Hirer arising out of a breach by the Supplier of these terms and conditions (alternatively the Supplier’s liability shall be limited to damages which under no circumstances shall exceed the Charges).
16.4 The Supplier may licence and/or assign all or any part of its rights and/or obligations under this contract without the Hirer’s consent.
16.5 The Supplier may sub-contract all or any part of its rights and/or obligations under this contract with the written consent of the Hirer, which shall not be unreasonably withheld. Where the Supplier elects to sub-contract out any part of the Services, it shall not be relieved from any liability or obligation under this contract by so doing. Furthermore, the Hirer agrees and accepts that it has no authority to give any instruction to any of the Supplier’s sub-contractors without the authority of the Supplier.
16.6 The Hirer agrees that the Supplier may amend these terms and conditions by notifying the Hirer in writing. These changes shall be deemed to take effect from the date on which the Hirer accepts such changes, or otherwise at such time as the Hirer makes a further request for the Supplier to provide Goods to the Hirer.
16.7 Neither party shall be liable for any default due to any act of God, war, terrorism, strike, lock-out, industrial action, fire, flood, storm or other event beyond the reasonable control of either party.
16.8 Both parties warrant that they have the power to enter into this agreement and have obtained all necessary authorisations to allow them to do so, they are not insolvent and that this agreement creates binding and valid legal obligations on them.