DEFINITIONS AND INTERPRETATION
In these terms and conditions the following definitions and rules of interpretation apply:

• “Business Day” a day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.
• “Business Hours” the period from 8.30am to 5.00pm on a Business Day.
• “Date of Hire” means the date agreed between the parties where the Room will be hired.
• “Hire Fee” means the charges for the Room booking.
• “Hire Period” means the duration of the Hirer’s booking on the Date of Hire.
• "Hirer" means the person named in the Room booking who is invoiced the Hire Fee by USSP.
• "Management" means the management team of USSP.
• "Room" means the room on USSP’s premises which is the subject of the Hirer’s booking.
• "USSP" means The University of Southampton Science Park Limited with company number 01698409 whose registered office is at 2 Venture Road, University of Southampton, Science Park, Southampton, Hampshire, SO16 7NP.
• “USSP Office” means USSP’s Office at 2 Venture Road, University Of Southampton, Science Park, Southampton, Hampshire, SO16 7NP.A reference to legislation or a legislative provision is a reference to it as amended, extended or re-enacted from time to time. A reference to legislation or a legislative provision includes all subordinate legislation made from time to time under that legislative or legislative provision.
• Any words following the terms “including”, “include”, “in particular”, “for example” or any similar expression shall be interpreted as illustrative and shall not limit the sense of the words preceding those terms.
• A reference to “writing” or “written” includes email.

Booking a Room

• Room booking enquiries should be made to Management at m.rooms@science-park.co.uk or online at https://www.science-park.co.uk/meetings-and-events/meeting-rooms. 
• The hire contract, which incorporates these terms, comes into effect upon written confirmation of the Hirer’s booking. From that point onwards, USSP agrees to supply the Room on the Date of Hire in accordance with these terms and the Hirer agrees to pay the Hire Fee. 
• Prior to receiving USSP’s written confirmation, Room bookings will be treated as provisional only. Room bookings shall be held provisionally for 2 weeks following initial inquiry, or if such time is not available before the Date of Hire, for a maximum of 24 hours. After this time, USSP reserves the right to release the provisional booking without notice to the Hirer.

Use of Room

• Use of the Room is by permission of Management which reserves the right to refuse any booking or admission at its discretion.
• Keys are to be collected in advance of Room hire from USSP Office no more than 15 minutes before the start time on the Date of Hire and must be returned by the Hirer to USSP Office on the same day as the Date of Hire. Keys returned after this time shall be subject to an administrative charge of £15 plus VAT per day. 
• The Hire Fee relates to the hire duration agreed at the time of booking. Additional hire charges will be incurred for Room usage which continues beyond these times.
• USSP reserves the right, acting reasonably but without any liability to the Hirer, to exclude or eject any person from the Room or the premises of USSP whom it consider objectionable.

Payment

• USSP shall issue an invoice for the Hire Fee which shall be payable in full by the Hirer on receipt of the invoice and in any event before the Date of Hire. Any other invoices issued by USSP shall be payable by the Hirer on receipt of the invoice unless stated otherwise.
• If required, the Hirer shall provide a purchase order at the time of booking. If USSP needs to reissue an invoice due to an incorrect or no purchase order being given, USSP may charge the Hirer a reasonable admin fee. The Hire Fee remains payable by the Hirer in accordance with clause 4.1 notwithstanding the Hirer having failed to supply a correct purchase order.
• All amounts payable by the Hirer exclude amounts in respect of value added tax (VAT), which the Hirer shall additionally be liable to pay to USSP at the prevailing rate (if applicable), subject to receipt of a valid VAT invoice.
• All amounts due under these terms 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).

Hirer's Obligations

• USSP accepts no responsibility for any equipment or possessions stored in the Room. Items left in the Room are at the Hirer’s risk.
• The Hirer is liable for any damage to the Room or its contents whilst the Room is left unlocked by the Hirer, except to the extent that USSP has breached its obligations under these terms or has acted negligently.
• For any equipment (including but not limited to additional cables and web cams) hired from USSP the Hirer must:
  • collect from USSP Office prior to the meeting;
  • return it to USSP Office immediately after the Hire Period has ended; 
  • report any faults or damage when returning it; and
  • pay USSP’s prevailing late-return charges for equipment not returned immediately after the end of the Hire Period. If equipment is not returned within 24 hours of the end of the Hire Period, the Hirer must pay USSP’s costs for replacing the equipment.
• The Hirer shall not substantially rearrange any furniture or fixtures in the Room without USSP’s prior written consent and warrants that if it makes any such adjustments to the Room:
  • it will carry them out with reasonable care; and 
  • all items will be returned to their original positions at the end of the Hire Period.
• The Hirer warrants that the Room will be used in an orderly manner without causing nuisance, and in full compliance with all applicable laws and the reasonable instructions of Management.
• The Hirer shall comply with USSP’s no-smoking policy.
• The Hirer shall obtain written permission from USSP for all photographs, filming and video-recording within USSP’s premises.
• The Hirer must leave the Room tidy and put all rubbish in the bins provided. The Hirer will be charged a cleaning fee (of at least £50 plus VAT) if the Room:
  • is not left in the same state as at the commencement of the Hire Period; or
  • is otherwise deemed by Management to be in an unfit state for the next booking.
• The Hirer shall not sub-let the hired Rooms, whether for money or any other benefit.
• The Hirer shall procure that its guests comply with these terms.
• The Hirer shall ensure that no damage occurs to the property of USSP. Furniture and equipment provided should be used only for the purpose for which it was designed. In the event of any damage occurring, the Hirer shall be liable for the replacement or repair of the damaged property.
• The Hirer shall ensure that nothing is fixed to the floors, walls, ceilings or any other interior or exterior of the buildings by means of nails, screws, drawing pins, blue tack, glue or any other means unless agreed in writing with Management prior to the Date of Hire.

Termination

• Without affecting any other right or remedy available to it, USSP may terminate the Room booking with immediate effect by giving written notice to the Hirer if the Hirer fails to perform any of its obligations under these terms and the Hire Fee will be non-refundable.
• The Hirer may cancel a Room hire booking by giving written notice to USSP by email at m.rooms@science-park.co.uk. If the Hirer cancels a Room hire booking within 24 Business Hours of the Date of Hire then 100% of the Hire Fee will remain payable. USSP will otherwise refund the Hire Fee or credit its unpaid invoice (as applicable).

Catering

• The Hirer is not permitted to use any external catering (including but not limited to bringing its own refreshments, arranging delivery by food delivery apps or any other caterers).
• The Hirer may request USSP’s catering services in accordance with USSP’s Catering Terms and Conditions (available on request).

Lost Property

• Any items left in the Room can be collected from USSP Office within 24 hours. If items are not collected in this time, USSP reserves the right to dispose of items or store items at its reasonable discretion. Items stored beyond 24 hours after the Date of Hire may incur an additional charge for storage.

Insurance and Liability

• The property of the Hirer and its guests are at their own risk. The Hirer shall be solely responsible for insuring its property if it deems appropriate. 
• References to “liability” in this clause include every kind of liability arising under or in connection with the terms including liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.
• Nothing in these terms limits any liability for:
  • death or personal injury caused by negligence;
  • fraud or fraudulent misrepresentation;
  • breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession); or
  • any liability that legally cannot be limited.
• Subject to clause 9.3, USSP’s total liability to the Hirer shall not exceed the Hire Fee. 
• USSP’s liability for the following types of loss are wholly excluded:
  • loss of profits;
  • loss of sales or business;
  • loss of agreements or contracts;
  • loss of anticipated savings;
  • loss of use or corruption of software, data or information;
  • loss of or damage to goodwill; and
  • indirect or consequential loss.
• The Hirer shall indemnify and keep indemnified USSP against all liabilities, costs, expenses damages and losses suffered or incurred by USSP arising out of or in connection with: 
  • the Hirer’s breach of these terms; and/or
  • USSP enforcing these terms against the Hirer.

Data Protection 

• Information about how USSP processes personal data can be found in its Privacy Policy at https://www.science-park.co.uk/privacy-policy. 

Force Majeure

• Neither party shall be liable for any delay or failure in the performance of its obligations for so long and to the extent that such delay or failure results from events, circumstances or causes beyond its reasonable control. If the period of delay or non-performance continues for 14 days, the party not affected may terminate this agreement by giving written notice to the affected party. 

Entire Agreement

• These terms constitute the entire agreement between the parties.
• Each party acknowledges that in entering into the contract it does not rely on any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the contract. Each party agrees that it has no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in these terms.

Notices

• Any notice given to a party under or in connection with these terms shall be in writing and shall be:
  • delivered by hand or by pre-paid first-class post or other next working day delivery service at its registered office; or
  • sent by email to the following addresses:
    • USSP: m.rooms@science-park.co.uk 
    • the Hirer: at the email address it has used to make the booking.
• Any notice shall be deemed to have been received:
  • if delivered by hand, at the time the notice is left at the proper address;
  • if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second Business Day after posting; or
  • if sent by email, at the time of transmission, or, if this time falls outside Business Hours in the place of receipt, when Business Hours resume.
• This clause does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution.

Variation

• No variation of these terms shall be effective unless it is in writing and signed by the parties (or their authorised representatives).

Waiver

• A waiver of any right or remedy is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy. A delay or failure to exercise, or the single or partial exercise of, any right or remedy does not waive that or any other right or remedy, nor does it prevent or restrict the further exercise of that or any other right or remedy.

Severance

• If any provision or part-provision of these terms is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of the terms.

Third Party Rights

• The contract does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the contract.

Governing Law and Jurisdiction

• The terms 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. 
• 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 the terms or its subject matter or formation.