1.1 The following definitions and rules of interpretation apply in this agreement.
Booking Deposit: the non-refundable payment set out in the Order payable on the date of this agreement to secure the Suits for the Hire Period in consideration for Dapper Dan’s services in arranging the Order and making arrangements for the availability of the Suits for the Hire Period (including but not limited to any fittings or trying on garments).
Business Day: a day, other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.
Collection: the transfer of physical possession of the Suits to the Customer at the Shop.
Collection Deposit: the refundable deposit payable on Collection to secure payment for any loss or damage to the Suits.
Commencement Date: the date that the Customer takes Collection of the Suits, which shall be no more than 2 days prior to the Event Date.
Deposits: the Booking Deposit and the Collection Deposit.
Event: the purpose for the hire of the Suits set out in the Order.
Event Date: the date set out in the Order.
Fitting Date: the date on which the Customer or any person for whom the Suits are being hired attends the Shop for the purpose of being measured and/or fitted for their Suit, which (unless otherwise agreed or waived at the discretion of Dapper Dan) shall be no later than 6 weeks prior to the Event Date for an adult and between 3 and 6 prior to the Event Date for a minor.
Hire Charges: the payments made by or on behalf of Customer for hire of the Suits as set out in the Order.
Hire Period: the period of hire as set out in clause 3.
Order: the Customer’s order for the Suits, as set out in the Customer’s written acceptance of the Dapper Dan’s order form.
Return: the Customer’s return of the Suits to the Shop pursuant to clause 6 which shall be no later than 2.00pm on the Business Day following the Event Date.
Shop: the Dapper Dan premises from which the Suits were ordered, unless otherwise agreed between the parties.
Suits: the suits described in the order and all related accessories provided with them.
1.2Any obligation on a party not to do something includes an obligation not to allow that thing to be done.
2.1 Dapper Dan shall hire the Suits to the Customer subject to the terms and conditions of this agreement.
2.2 Notwithstanding the binding nature of this agreement, in the event that the Customer notifies Dapper Dan in writing on or before 5.00pm on the Business Day following the date of this agreement that it wishes to terminate the agreement, this agreement shall immediately terminate and Dapper Dan shall refund to the Customer all Hire Charges received from the Customer (including the Booking Deposit) within 10 Business Days.
2.3 The Customer shall be entitled to terminate the Order by notice in writing to Dapper Dan, providing that (a) such notice is received more than 90 days prior than the Event Date, (b) there has been no Fitting Date and (c) the Order does not note that the Customer received an early settlement discount for payment in full on Order, but for the avoidance of doubt, subject to clause 2, Dapper Dan shall be entitled to retain the Booking Deposit. Where the Customer attempts to cancel or terminate this agreement in circumstances other than those to which clauses 2.2 or 2.3 apply, the full Hire Charges shall remain payable.
2.4 In order for Dapper Dan to ensure that Suits are properly fitting, the Customer shall procure that Fitting Dates are arranged for any person for whom the Suits are being hired. The Customer accepts that a failure to arrange Fitting Dates within the timeframes specified (including where the Customer provides measurements without a Fitting Date being arranged) may mean that Suits are not properly fitting and Dapper Dan shall have no liability in respect thereof where such ill-fitting is due to the Customer’s failure to arrange Fitting Dates.
2.5In the event that the Customer requests in writing changes to sizes and fittings or alterations after the Fitting Date, Dapper Dan shall use its reasonable endeavours to accommodate such requests but the Customer acknowledges that Dapper Dan may be unable to accommodate any such requests made less than 3 weeks prior to the Event Date and Dapper Dan shall have no liability in respect thereof.
2.6In the event that upon Collection the Customer discovers that although in compliance with the Order and the measurements and fittings taken on the Fitting Dates or otherwise that a Suit is ill-fitting, providing the Customer notifies Dapper Dan in writing before 10.00am on the Business Day following Collection of such issues, Dapper Dan shall use its reasonable endeavours to accommodate such requests but the Customer acknowledges that Dapper Dan may be unable to accommodate any such requests and Dapper Dan shall have no liability in respect thereof.
3. Hire Period
The Hire Period starts on the Commencement Date and shall continue until Return.
Hire Charges and Deposits
4.1 The Deposits are a deposit against default by the Customer of payment of any Hire Charges or any loss of or damage caused to the Suits. The Customer shall pay to Dapper Dan the Booking Deposit (which the Customer acknowledges as being fair consideration for the services provided by Dapper Dan in arranging the Order and making arrangements for and securing the availability of the Suits) on the date of this agreement and the Collection Deposit on Collection. If the Customer fails to make any Hire Charges in accordance with this agreement, or causes any loss or damage to the Suits (in whole or in part), Dapper Dan shall be entitled to apply the Deposits against such default, loss or damage. The Collection Deposit (or balance thereof) shall be refundable on Return.
4.2 The Customer shall pay the Hire Charges (less such Booking Deposit already paid) to Dapper Dan no later than the earlier of (a) the date 8 weeks prior to the Event Date and (b) the first Fitting Date. The Hire Charges shall be paid by cash, credit card or debit card and all amounts due under this agreement shall be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law). In the event of any unilateral recovery by the Customer of any amounts paid (including but not limited to credit card chargebacks), the Customer shall indemnify (on a full indemnity basis) Dapper Dan in respect of all Dapper Dan’s costs in attempting to recover amounts owed to it.
4.3 For the avoidance of doubt the Hire Charges are for the Suits as set out in the Order and any offers included within the Order only apply to that Order and the Hire Charges and Suits set out therein. Any variation to the Order, the Hire Charges or the Suits requested by the Customer, including any offers, shall be at the sole discretion of Dapper Dan.
5. Collection and Responsibility
5.1 The Suits shall be collected by the Customer from the Shop on a Business Day on or before the Event Date and shall be required to provide the Customer’s copy of the Order and receipt and pay the Collection Deposit to effect Collection. Collection shall constitute conclusive evidence that the Customer has examined the Suits and has found them to be in good condition, complete and fit in every way for the purpose for which it is intended.
5.2 The Suits shall at all times remain the property of Dapper Dan, and the Customer shall have no right, title or interest in or to the Suits (save the right to possession and use of the Suits subject to the terms and conditions of this agreement).
5.3 The risk of loss, theft, damage or destruction of the Suits shall pass to the Customer on Collection. The Suits shall remain at the sole risk of the Customer during the Hire Period and any further term during which the Suits are in the possession, custody or control of the Customer until such time as the Suits is redelivered to Dapper Dan.
5.4 The Customer shall notify Dapper Dan as soon as reasonably possible in the event of any loss, accident or damage (including but not limited to any rips, tears or staining) to the Suits (or any part thereof) arising out of or in connection with the Customer’s possession or use of the Suits. The Customer shall pay to Dapper Dan any sums reasonable charged in relation to the costs of any cleaning, repair or replacement arising from such loss, accident or damage to the Suits which exceed the Collection Deposit within 10 Business Days of a demand for the same.
5.5 The Customer shall during the term of this agreement (a) ensure that the Suits are kept in a suitable environment and used only for the purposes for which they are designed and the reason for which they are hired, provide to Dapper Dan such proof as it may reasonably request as to the occurrence and location of the Event, (c) make no alteration to the Suits and (d) deliver up the Suits to the Shop no later than 2.00pm on the Business Day following the Event Date. In the event that the Customer fails to Return the Suits within the required timeframes, Dapper Dan shall be entitled to charge the Customer an amount equal to 50% of the Hire Charges for each period (being each 24 hour period including the period in which the Suits are retuned) following the deadline for Return. Dapper Dan shall be entitled to apply the Collection Deposit against such charges.
5.6The Customer shall pay the Hire Charges (less such Booking Deposit already paid) to Dapper Dan no later than the earlier of (a) the date 8 weeks prior to the Event Date and (b) the first Fitting Date. The Hire Charges shall be paid by cash, credit card or debit card
6. Quality of the Suits
6.1 Dapper Dan warrants that the Suits shall substantially conform to the Order, be of satisfactory quality and fit for any purpose held out by Dapper Dan. Whilst Dapper Dan will use all reasonable endeavours to ensure the colour, shade and tone of the Suits will be exactly the same, the Customer acknowledges that due to the hire nature of the Suits, dry cleaning methods and supply, the Suits will be within a 10% colour tolerance of each other.
6.2 Other than any liability which cannot legally be limited, Dapper Dan’s total liability to the Customer shall not exceed the aggregate of the Hire Charges and any Deposits paid.
6.3 This agreement sets forth the full extent of Dapper Dan’s obligations and liabilities in respect of the Suits and their hiring to the Customer. In particular, there are no conditions, warranties or other terms, express or implied, including as to quality, fitness for a particular purpose or any other kind whatsoever, that are binding on Dapper Dan except as specifically stated in this agreement. Any condition, warranty or other term concerning the Suits which might otherwise be implied into or incorporated wit hin this agreement, whether by statute, common law or otherwise, is expressly excluded
7.1 Without affecting any other right or remedy available to it, Dapper Dan may terminate this agreement with immediate effect by giving notice to the Customer if the Customer (a) fails to pay any amount due under this agreement on the due date for payment, (b) commits a material breach of any other term of this agreement, (c) repeatedly breaches any of the terms of this agreement in such a manner as to reasonably justify the opinion that its conduct is inconsistent with it having the intention or ability to give effect to the terms of this agreement, (d) is deemed either unable to pay their debts or as having no reasonable prospect of so doing, in either case, within the meaning of section 268 of the Insolvency Act 1986, (e) dies or (f) the Event is cancelled.
7.2 Upon termination of this agreement, however caused, Dapper Dan’s consent to the Customer’s possession of the Suits shall terminate and without prejudice to any other rights or remedies of Dapper Dan, Dapper Dan shall retain the Booking Deposit and subject to clause 3, the Customer shall within 10 Business Days pay to Dapper Dan any sums due but unpaid at the date of such demand together with any interest accrued pursuant to clause 4.3 and a fair proportion of any other Hire Charges received to cover the administrative costs of the aborted hire.
7.3 Termination or expiry of this agreement shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination or expiry, including the right to claim damages in respect of any breach of the agreement which existed at or before the date of termination or expiry.
8. Force majeure
Neither party shall be in breach of this agreement nor liable for delay in performing, or failure to perform, any of its obligations under this agreement if such delay or failure result from events, circumstances or causes beyond its reasonable control. In such circumstances the affected party shall be entitled to a reasonable extension of the time for performing such obligations. If the period of delay or non-performance continues for 2 weeks, the party not affected may terminate this agreement by giving 5 Business Days’ written notice to the affected party. For the avoidance of doubt, the cancellation of the Event for any reason whatsoever shall not constitute a force majeure event and providing the parties are able to satisfy all material obligations under this agreement it shall not be deemed frustrated regardless of the status of the Event.
9.1 This agreement is personal to the parties and neither party shall assign, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any of its rights (including any Deposits or Hire Charges paid to Dapper Dan) and obligations under this agreement.
9.2 This agreement constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter. Each party acknowledges that in entering into this agreement it does not rely on any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this agreement. Each party agrees that it shall have no claim for innocent or negligent misrepresentation based on any statement in this agreement.
9.3 No variation of this agreement shall be effective unless it is in writing and signed by the parties (or their authorised representatives).
9.4 Unless it expressly states otherwise, this agreement does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement. The rights of the parties to rescind or vary this agreement are not subject to the consent of any other person.
9.5 No failure or delay by a party to exercise any right or remedy provided under this agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
9.6 Except as expressly provided in this agreement, the rights and remedies provided under this agreement are in addition to, and not exclusive of, any rights or remedies provided by law.
9.7 If any provision or part-provision of this agreement is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of this agreement. If any provision or part-provision of this agreement is deemed deleted under clause 7 the offending clause shall be interpreted in such manner so that, to the greatest extent possible, it achieves the intended commercial result of the original provision.
9.8 This agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales and each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this agreement or its subject matter or formation.