Terms & Conditions - Spoke Hire

Spoke Hire Platform Terms and Conditions for Owners, Hirers and other Users

Introduction

By creating an account on the Spoke Hire platform (the "Platform") as either an Owner or Hirer, or visiting the Platform as a visitor, you agree to be bound by these Terms and Conditions ("Terms") in their entirety. Please read them carefully before using the Platform.

If you do not agree to these Terms then you should cease to use the Platform immediately.

About Spoke

Spoke Hire Ltd, Company Number: 15150581, Registered office: 92 Barcombe Avenue, London SW2 3BA ("Spoke", "we", "us", "our") operates an online platform that connects Owners of specialist vehicles (including, but not limited to, classic cars, sports cars, historic buses, trucks and other vehicles) with Hirers who are interested to hire those vehicles for various purposes including film and video production, photography, weddings, events and other such uses.

Platform Role

Spoke is a platform facilitator and service provider. Spoke does not own any vehicles listed on the Platform; does not act as an agent for Owners or Hirers, and is not a party to the Hire Contracts formed between Owners and Hirers in connection with a Booking. Spoke provides the technology and services to enable Owners and Hirers to connect, contract with each other, and facilitates payment processing and administration.

Acceptance of Terms

By using the Platform, you acknowledge and agree that:
You have read, understood and accept these Terms in full;
You agree to comply with all applicable laws and regulations;
You are at least 18 years of age and have legal capacity to enter into binding contracts;
If acting on behalf of a business entity, you have authority to bind that entity to these Terms;
You are resident or (if a business entity) established in the United Kingdom.

1. Definitions

In these Terms, the following definitions apply:

"Account" means an Owner Account or Hirer Account created on the Platform.

"Agreed Value" means the value of a Vehicle as agreed with an Insurer for insurance purposes.

"Booking" means a confirmed hire arrangement between an Owner and a Hirer made through the Platform, incorporating the Booking Terms.

"Brokerage Fee" means the fee payable by a Hirer to Spoke for using the Platform to make a Booking and for Spoke's services in facilitating and administering the Booking, which is set on a job-by-job basis and is billed separately to the Hirer on top of the Owner's Fee.

"Booking Period" means the period from acceptance of a Booking until completion or termination of the Hire Period.

"Booking Terms" means the specific terms of a Booking including the Vehicle, Hire Period, Owner's Fee, Location Addresses, Use and any other specific terms agreed between the Owner and Hirer.

"Business Day" means a day (other than a Saturday, Sunday or public holiday) when banks are open for business in London, England.

"Cancellation Policy" means the cancellation terms set out in Section 12 of these Terms.

"Collection Address" means the address specified in the Booking Terms where the Vehicle will be collected by or on behalf of the Owner at the end of the Hire Period.

"Conditions" means all terms, conditions, obligations and restrictions contained in these Terms.

"Completion" has the meaning given in clause 7.2.3.

"Delivery Address" means the address specified in the Booking Terms where the Vehicle will be delivered to the Hirer at the start of the Hire Period.

"Finish Date" means the date and time when the Hire Period ends as specified in the Booking Terms (or any agreed later date as a result of Permitted Overruns).

"Garage" means the virtual space within an Owner's Account where all of that Owner's Vehicle listings are stored and managed.

"Hazardous Substance" or "HazSub" means any organism, product, waste, pollutant, contaminant or other substance (whether in solid or liquid form, gas or vapour, including radioactive substances and waste) which may cause harm to any person(s) or any other living organism or ecosystem, air, water or land or public health or welfare (other than fuel, oil or coolant for the Vehicle).

"Hire Contract" means the contractual relationship formed between an Owner and a Hirer when a Booking is confirmed, incorporating these Terms and the specific Booking Terms.

"Hire Period" means the period from the Start Date until the Finish Date (including any Permitted Overruns) during which the Hirer is entitled to use the Vehicle.

"Hirer" means a person or entity who creates a Hirer Account and hires or seeks to hire a Vehicle from an Owner through the Platform.

"Hirer Account" means an Account created by a Hirer.

"Insurance" means a policy of insurance obtained by the Hirer providing fully comprehensive cover for the Vehicle and its use during the Hire Period with the Agreed Value and Right to Restore option for the Owner alone, and excluding subrogation rights against any relevant insurance policy maintained by the Owner or against the Owner itself.

"Insurer" means an insurer of substance and repute authorised to undertake insurance business in the United Kingdom.

"Listing" means a Vehicle listing created by an Owner on the Platform, containing all relevant information, images and details about the Vehicle.

"Location Address" means the address(es) specified in the Booking Terms where the Vehicle will be used during the Hire Period.

"Overrun Fee" means the daily rate specified in the Booking Terms for Permitted Overruns.

"Owner" means a person or entity who creates an Owner Account and lists or seeks to list a Vehicle for hire on the Platform.

"Owner Account" means an Account created by an Owner.

"Owner's Fee" means the daily or hourly fee payable by a Hirer to an Owner for hire of a Vehicle as specified in the Booking Terms, which for the avoidance of doubt excludes any Brokerage Fee.

"Parties" means the Owner and Hirer to a Hire Contract, and "Party" means either of them.

"Permitted Overrun" means an agreed extension to the Hire Period beyond the original Finish Date, at the daily Overrun Fee specified in the Booking Terms.

"Platform" means the Spoke online platform accessible at [website address] through which Owners list Vehicles and Hirers may search for, enquire about, book and hire Vehicles.

"Privacy Policy" means Spoke's privacy policy published on the Platform from time to time.

"Purpose" means any film, video, photographic shoot, commercial production, event or other purpose for which a Vehicle is hired as specified in the Booking Terms.

"Right to Restore" means the Owner's option (under the Insurance policy) to have the Vehicle restored to its pre-damage condition rather than having it written off by the Insurer.

"Rules" means the Vehicle Use Rules set out in Section 11 of these Terms.

"Start Date" means the date and time when the Hire Period commences as specified in the Booking Terms.

"Total Amount Payable" means the aggregate amount payable by a Hirer for a Booking, comprising the Owner's Fee plus the Brokerage Fee.

"Use" means the use of a Vehicle by a Hirer during the Hire Period in accordance with the Booking Terms, the Hire Contract and the Rules.

"User" means any person who accesses or uses the Platform, whether as an Owner, Hirer or visitor.

"VAT" means Value Added Tax charged at the prevailing rate under UK law.

"Vehicle" means a motor vehicle listed on the Platform by an Owner for hire.

Interpretation

1.1. References to "clauses", "sections" or "schedules" are to clauses, sections of or schedules to these Terms.

1.2. Headings are for convenience only and do not affect interpretation.

1.3. References to any statute or statutory provision include a reference to that statute or provision as amended, extended or re-enacted from time to time and to any subordinate legislation made under it.

1.4. Words in the singular include the plural and vice versa.

1.5. References to one gender include all genders.

1.6. References to "writing" or "written" include email.

1.7. Any obligation not to do something includes an obligation not to allow that thing to be done.

1.8. References to "including" or "in particular" are illustrative and do not limit the general words they follow.

2. Platform Services

2.1 Nature of Services

Spoke provides the Platform that enables:

(a) Owners to create Accounts, create and manage Listings for their Vehicles, receive enquiries from Hirers, accept or decline Booking requests and communicate with Hirers in the limited manner described in these Terms;

(b) Hirers to create Accounts, browse and search Listings, make enquiries about Vehicles, request and confirm Bookings and communicate with Owners in the limited manner described in these Terms;

(d) Limited communication facilities between Owners and Hirers who have confirmed Bookings;

(e) Management and administration of Bookings.

2.2 Platform Availability

2.2.1. Spoke shall use reasonable endeavours to make the Platform available at all times, but cannot guarantee that the Platform will be available without interruption or be error-free.

2.2.2. Spoke reserves the right to suspend or restrict access to the Platform for maintenance, updates, security reasons or any other reason at its sole discretion.

2.2.3. Spoke accepts no liability for any unavailability of the Platform or any consequences thereof.

2.3 Platform Intermediary Status

Spoke's role is strictly limited to providing the Platform and related services. Specifically:

(a) Spoke is not a party to any Hire Contract between an Owner and a Hirer. Hire Contracts are formed directly between Owners and Hirers when a Booking is confirmed.

(b) Spoke does not act as agent for Owners or Hirers in any capacity.

(d) Spoke has no prior knowledge of, and makes no representations regarding, the condition, quality, safety, suitability, legality or any other aspect of any Vehicle.

(e) While Spoke reviews Listings before publication, this is solely to ensure compliance with its listing requirements and does not constitute any verification, endorsement or warranty regarding the Vehicle or Owner.

(f) Spoke's responsibilities are limited to:

Providing and maintaining the Platform;
Facilitating payment administration and invoicing;
Facilitating limited communication between Owners and Hirers who have confirmed Bookings.

(g) No Liability for Hire Arrangements: Spoke accepts no liability whatsoever for:

The condition, safety, suitability or legality of any Vehicle;
The accuracy or completeness of any Listing;
The performance or non-performance by Owners or Hirers of their obligations under Hire Contracts;
Any injury, death, damage or loss arising from or in connection with any Hire Contract or Use of any Vehicle;
Any disputes between Owners and Hirers.

2.4 User Responsibilities

Users acknowledge and agree that:

(a) They are responsible for assessing the suitability of any Vehicle or Booking for their needs;

(b) Spoke provides no advice, recommendations or warranties regarding any Vehicle or Booking;

(c) All information provided on the Platform about Vehicles is provided by Owners, and Spoke accepts no responsibility for its accuracy or completeness;

(d) They must conduct their own due diligence before entering into any Hire Contract;

(e) They are responsible for ensuring compliance with all applicable laws, regulations and insurance requirements.

3. Account Creation and Use

3.1 Account Registration

3.1.1. To list a Vehicle (as an Owner) or make a Booking enquiry (as a Hirer), you must first create an Account.

3.1.2. You may browse Listings without creating a Hirer Account.

3.1.3. When creating an Account, you must:

Provide accurate, current and complete information;
Be at least 18 years of age;
Reside in the United Kingdom;
Have legal capacity to enter into binding contracts;
Agree to these Terms and our Privacy Policy in full.

3.1.4. Separate terms apply to Owners and Hirers as set out in these Terms.

3.2 Account Security

3.2.1. You are responsible for maintaining the confidentiality of your Account login credentials.

3.2.2. You are responsible for all activities that occur under your Account.

3.2.3. You must notify Spoke immediately if you become aware of any unauthorised use of your Account.

3.2.4. Spoke will not be liable for any loss or damage arising from unauthorised use of your Account.

3.3 Account Information

3.3.1. You must ensure that all information in your Account remains accurate, current and complete at all times.

3.3.2. You must promptly update your Account information if it changes.

3.3.3. Spoke reserves the right to suspend or terminate your Account if any information is found to be inaccurate, misleading or incomplete.

3.4 One Account Per User

3.4.1. Each person or entity may maintain only one Owner Account and one Hirer Account.

3.4.2. You may not transfer, sell or otherwise dispose of your Account to any other person or entity.

3.5 Account Restrictions

You must not:

(a) Create an Account using false or misleading information;

(b) Create an Account on behalf of another person without proper authority;

(d) Share your Account credentials with any other person;

(e) Use your Account for any unlawful purpose;

(f) Use your Account to circumvent these Terms or any applicable policies;

(g) Use your Account to act as a broker or intermediary between any Owner or Hirer and any third party.

4. Owner Terms

This Section 4 applies specifically to Owners.

4.1 Owner Eligibility

To list any Vehicles on the Platform as an Owner, you must:

(a) Be at least 18 years of age;

(b) Be resident in the United Kingdom;

(d) Ensure each Vehicle is properly registered, taxed, service maintained and compliant with all applicable UK laws and regulations;

(e) Have appropriate insurance for the Vehicle when not hired out;

(f) Not be prohibited from hiring out the Vehicle under any lease, finance agreement or other arrangement.

4.2 Creating a Garage and Listings

4.2.1. When you create an Owner Account, Spoke will create a Garage within your Account.

4.2.2. All Vehicles you list will appear in your Garage.

4.2.3. To create a Listing, you must complete the listing form in full, providing:

Accurate and complete details about the Vehicle (make, model, year, registration, colour, specifications, features, condition, etc.);
Clear, accurate and recent photographs of the Vehicle showing its condition;
Your Owner's Fee for hiring the Vehicle;
The Overrun Fee for Permitted Overruns;
Any restrictions or conditions on the Use of the Vehicle;
Any special requirements or conditions applicable to the Purpose for which the Vehicle can be used;

4.2.4. You grant Spoke a perpetual, irrevocable, worldwide, royalty-free licence to use, reproduce, modify and display all photographs and information you provide in your Listings for the purposes of operating and promoting the Platform.

4.3 Listing Review and Approval

4.3.1. All new Listings are subject to review by Spoke before being added to your Garage and made visible on the Platform.

4.3.2. Spoke reserves the right to reject any Listing that:

Does not comply with these Terms;
Contains incomplete, inaccurate or misleading information;
Contains inappropriate or offensive content;
Relates to a Vehicle that is not appropriate for the Platform;
Violates any applicable law or regulation.

4.3.3. Review and approval of a Listing does not constitute any verification, endorsement or warranty by Spoke regarding the Vehicle or the accuracy of the Listing.

4.4 Managing Listings

4.4.1. You may make Listings visible or hidden within your Garage without deleting the entire Listing.

4.4.2. You must ensure that all information in your Listings remains accurate and up to date at all times.

4.4.3. You must promptly update your Listings to reflect any changes to the Vehicle, its condition, availability or any other relevant information.

4.4.4. You must not list any Vehicle that is not in safe, roadworthy and hireable condition.

4.5 Owner Warranties and Representations

By creating a Listing, you warrant and represent that:

(a) All information provided in the Listing is true, accurate, current and complete;

(b) You own the Vehicle or have full legal authority to hire it out;

(d) The photographs and information provided do not infringe any third party's intellectual property rights;

(e) The Vehicle is in safe, roadworthy and hireable condition;

(f) You are not prohibited from hiring out the Vehicle under any agreement or arrangement with any third party;

(g) You have appropriate insurance for the Vehicle when not subject to a Hire Contract.

4.6 Receiving and Responding to Enquiries

4.6.1. Enquiries from Hirers about your listed Vehicles will appear in your Account.

4.6.2. You should respond to enquiries promptly and professionally.

4.6.3. You may accept or decline enquiries at your sole discretion.

4.6.4. You should only use the Platform to make potential Hirers aware of your listed Vehicles and enter into Hire Contracts for such Vehicles and not for any other purpose.

4.6.5. If you accept an enquiry, this creates a provisional Booking subject to confirmation by the Hirer.

4.7 Confirming Bookings

4.7.1. When both you and a Hirer accept the Booking Terms, a binding Hire Contract is formed between you and the Hirer.

4.7.2. By confirming a Booking, you agree to perform all obligations under the Hire Contract, including:

Making the Vehicle available in the condition represented;
Delivering the Vehicle to the Delivery Address on or before the Start Date;
Ensuring the Vehicle is clean, tidy and suitable for the Use immediately upon delivery;
Collecting the Vehicle from the Collection Address on the Finish Date;
Performing all other obligations set out in Section 9 (Owner Obligations).

4.8 Owner Acknowledgements

You acknowledge and agree that:

(a) Spoke may act as booker for both you and the Hirer in relation to a Booking;

(b) If there is a conflict between your interests and the Hirer's interests, Spoke may prefer the Hirer's interests without liability to you (and vice versa at its sole discretion);

(d) Spoke is entitled to the Brokerage Fee on any subsequent hire of a Vehicle that results from a Booking, even if such subsequent hire occurs after completion of the original Booking;

(e) The terms of these Terms apply to any subsequent hire resulting from a Booking;

(f) Spoke is not responsible for the state, condition or suitability of your Vehicle for any particular Use;

(g) You have read, understood and agree to comply with all Owner obligations under these Terms.

5. Hirer Terms

This Section 5 applies specifically to Hirers.

5.1 Hirer Eligibility

To book Vehicles as a Hirer, you must:

(a) Be at least 18 years of age;

(b) Be resident in the United Kingdom;

(d) Be able to obtain appropriate Insurance as required under these Terms;

(e) Ensure that any drivers of the Vehicle meet all requirements under these Terms and the Rules.

5.2 Browsing and Searching

5.2.1. You may browse and search Listings without creating a Hirer Account.

5.2.2. Information in Listings is provided by Owners. Spoke makes no representations or warranties regarding the accuracy, completeness or reliability of any information in Listings.

5.3 Making Enquiries

5.3.1. To make an enquiry about a Vehicle, you must first create a Hirer Account (if you have not already done so).

5.3.2. Enquiries should contain all relevant information about your requirements, including:

Desired Hire Period;
Intended Purpose;
Location Addresses;
Any special requirements.

5.3.3. The Owner may accept or decline your enquiry at their discretion.

5.4 Confirming Bookings

5.4.1. If an Owner accepts your enquiry, you will receive the proposed Booking Terms.

5.4.2. If you accept the Booking Terms, a binding Hire Contract is formed between you and the Owner.

5.4.3. By confirming a Booking, you agree to perform all obligations under the Hire Contract, including:

Paying the Total Amount Payable in full;
Obtaining and maintaining appropriate Insurance;
Using the Vehicle only in accordance with the Booking Terms, the Hire Contract and the Rules;
Ensuring the Vehicle is used safely and responsibly;
Returning the Vehicle in the same condition (fair wear and tear excepted);
Performing all other obligations set out in Section 10 (Hirer Obligations).

5.5 Hirer Acknowledgements

You acknowledge and agree that:

(a) Spoke may act as booker for both the Owner and you in relation to a Booking;

(b) If there is a conflict between the Owner's interests and your interests, Spoke may prefer the Owner's interests without liability to you (and vice versa at its sole discretion);

(d) Spoke is entitled to the Brokerage Fee on any Booking, including any Permitted Overruns;

(e) Spoke is not responsible for:

The state, condition, safety or suitability of any Vehicle;
The accuracy of any Listing;
The performance by Owners of their obligations;
Any injury, damage or loss arising from use of any Vehicle;

(f) You are solely responsible for:

Assessing the suitability of any Vehicle for your requirements;
Obtaining appropriate Insurance;
Ensuring the Vehicle is used safely and legally;
Complying with all applicable laws and regulations;

(g) You have read, understood and agree to comply with all Hirer obligations under these Terms and the Rules.

5.6 Manual Bookings

5.6.1. Even if you arrange a Booking through manual processes (not through the automated Platform processes), you must still:

Create a Hirer Account;
Agree to these Terms and the Privacy Policy;
Make payment in accordance with Spoke's invoicing procedures;
Comply with all Hirer obligations under these Terms.

6. Bookings and Hire Contracts

6.1 Formation of Hire Contracts

6.1.1. A Hire Contract is formed when both the Owner and Hirer accept the Booking Terms for a specific Booking.

6.1.2. The Hire Contract is formed directly between the Owner and Hirer. Spoke is not a party to the Hire Contract.

6.1.3. The Hire Contract incorporates:

These Terms (including all Owner and Hirer obligations);
The specific Booking Terms agreed between the Owner and Hirer;
The Rules;
The Cancellation Policy.

6.2 Booking Terms

Each Booking must specify the following Booking Terms (at minimum):

(a) Identity of the Owner and Hirer;

(b) Description of the Vehicle (including registration number);

(d) Hire Period (Start Date and Finish Date);

(e) Delivery Address and Collection Address;

(f) Location Address(es) where the Vehicle will be used;

(g) Description of the Purpose;

(h) Overrun Fee for Permitted Overruns;

(i) Insurance requirements (including Agreed Value);

(j) Any special conditions or restrictions.

6.3 Entire Agreement

6.3.1. The Hire Contract constitutes the entire agreement between the Owner and Hirer for that Booking and supersedes any previous agreements, arrangements or representations between them.

6.3.2. Each of the Owner and the Hirer declares that it has not relied upon any oral or written representation not expressly contained in the Hire Contract.

6.4 Variation

6.4.1. The Hire Contract may not be varied except in writing signed by or on behalf of both the Owner and Hirer.

6.4.2. Any agreed variation must be recorded through the Platform or (if that is not possible) in writing exchanged between the Parties.

6.5 No Assignment

6.5.1. The Hire Contract is personal to the Owner and Hirer and may not be assigned, transferred or otherwise dealt with in any way.

6.5.2. Any purported assignment in breach of this clause shall be void.

7. Payments and Fees

7.1 Payment Processing

7.1.1. All payments are processed through Spoke's invoicing system.

7.1.2. Spoke will issue invoices to Hirers for the Total Amount Payable and to Owners for any applicable deductions.

7.1.3. All payments must be made to Spoke's designated bank account as specified on the relevant invoice.

7.2 Payment Timing and Process

7.2.1. Upon confirmation of a Booking by both the Owner and Hirer, Spoke will issue an invoice to the Hirer for the Total Amount Payable.

7.2.2. The Hirer must pay the Total Amount Payable in full to Spoke's bank account in accordance with the payment terms specified on the invoice (typically within [30] days of the invoice date or before the Start Date, whichever is sooner).

7.2.3. "Completion" for these purposes means:

The Vehicle has been delivered to the Hirer;
The Hire Period has elapsed;
The Vehicle has been returned to the Owner;
The Hirer has confirmed delivery and satisfactory completion of the hire.

7.3 Fee Structure

The fee structure for each Booking is as follows:

For Hirers:

(a) The Hirer pays the Total Amount Payable, which comprises:

the Owner's Fee (as specified in the Booking Terms); plus
the Brokerage Fee (set on a job-by-job basis); plus
VAT (where applicable).

For Owners:

(b) The Owner receives:

the Owner's Fee (as specified in the Booking Terms); minus
any costs incurred by Spoke in arranging Vehicle delivery or collection (if agreed); minus
any costs incurred by Spoke in valeting the Vehicle before delivery (if arranged by Spoke); minus
VAT (where applicable).

7.4 Payment to Owner

7.4.1. Upon Completion of a Booking (as defined in clause 7.2.3), and once Spoke has received full payment of the Total Amount Payable from the Hirer into Spoke's bank account, Spoke will pay the Owner's Fee (less any applicable deductions) to the Owner.

7.4.2. Payment to the Owner typically occurs within 5 to 10 Business Days after Completion and receipt of full payment from the Hirer.

7.4.3. Spoke may withhold payment to the Owner if:

A dispute has been raised;
There is prima facie evidence of breach of the Hire Contract;
Payment has not been received in full from the Hirer;
There are reasonable grounds to believe fraud or other unlawful activity has occurred;
Required to do so by law.

7.5 VAT

7.5.1. All fees quoted exclude VAT unless stated otherwise.

7.5.2. Where VAT is payable, it will be charged at the prevailing UK rate.

7.5.3. VAT invoices will be issued by Spoke where applicable.

7.6 Permitted Overruns

7.6.1. If an Owner agrees to extend the Hire Period beyond the original Finish Date, the Hirer must pay the Overrun Fee (as specified in the Booking Terms) for each additional day or part thereof, plus a proportionate Brokerage Fee.

7.6.2. Spoke will issue a supplementary invoice for Permitted Overruns, which must be paid before the extension commences or in accordance with the payment terms specified on the invoice.

7.6.3. The Brokerage Fee applies to all Permitted Overruns on a proportionate basis.

7.6.4. The Owner must not allow any Permitted Overrun unless Spoke confirms that appropriate payment arrangements have been made.

7.7 Delivery and Collection Costs

7.7.1. Unless otherwise agreed in the Booking Terms, the Owner is responsible for all costs of delivering the Vehicle to the Delivery Address and collecting it from the Collection Address.

7.7.2. Any agreed delivery or collection charges must be included in the Owner's Fee specified in the Booking Terms.

7.8 Additional Costs

7.8.1. Spoke may deduct from the Owner's Fee (before payment to the Owner):

Any costs incurred by Spoke in arranging Vehicle delivery or collection (if agreed);
Any costs incurred by Spoke in valeting the Vehicle before delivery (if arranged by Spoke).

7.8.2. Spoke is irrevocably authorised by the Owner to make such deductions from the Owner's Fee.

7.9 Late Payment

If any sums due under a Hire Contract are not paid when due, the unpaid amount shall bear interest at the rate of ten per centum per annum (10% p.a.) from the due date until paid in full.

7.10 No Refund of Spoke Fees

7.10.1. The Brokerage Fee is non-refundable except as expressly provided in the Cancellation Policy.

7.10.2. If a Booking is cancelled or a Hire Contract is terminated, Spoke retains the right to its fees as set out in the Cancellation Policy.

7.11 Currency

All payments are in British Pounds Sterling (£ GBP) unless otherwise agreed.

7.12 Payment Disputes

7.12.1. If there is a dispute regarding payment, the Parties must attempt to resolve it directly in the first instance.

7.12.2. Spoke may investigate payment disputes at its discretion, but is not obliged to do so.

7.12.3. Spoke's decision on any payment dispute (if Spoke chooses to make one) is final and binding on the Owner and Hirer.

8. Insurance Requirements

8.1 Mandatory Insurance for Hirers

The Hirer must obtain Insurance before taking possession of any Vehicle. This is a fundamental requirement of every Hire Contract.

8.2 Insurance Specifications

8.2.1. The Insurance must:

(a) Be obtained from an Insurer;

(b) Provide fully comprehensive cover for the Vehicle;

(d) Specify the Agreed Value for the Vehicle;

(e) Include "Right to Restore" provisions (giving the Owner the option to have the Vehicle restored rather than written off);

(f) Exclude subrogation rights against any insurance policy maintained by the Owner in connection with the Vehicle or against the Owner itself;

(g) Cover all drivers who will drive the Vehicle during the Hire Period (including any Permitted Overruns);

(h) Provide public liability coverage of at least £10,000,000 in aggregate;

(i) Provide employer's liability coverage (if the Hirer has employees or contractors involved in the Use);

(j) Remain valid and in force throughout the entire Hire Period (including any Permitted Overruns).

8.3 Proof of Insurance

8.3.1. The Hirer must provide proof of Insurance to the Owner before the Vehicle is delivered or released to the Hirer.

8.3.2. Proof must include:

Copy of the insurance policy or certificate;
Confirmation of cover details (including Agreed Value and Right to Restore);
Evidence that all premiums are paid and the policy is current.

8.3.3. The Owner should not deliver or release the Vehicle to the Hirer until satisfactory proof of Insurance has been received.

8.4 Maintenance of Insurance

8.4.1. The Hirer must:

Maintain the Insurance in full force throughout the Hire Period (including any Permitted Overruns);
Pay all premiums promptly when due;
Comply with all terms and conditions of the Insurance policy;
Not do anything that could vitiate (invalidate) the Insurance;
Immediately cease any act which causes or is likely to cause vitiation of the Insurance.

8.4.2. If the Hirer becomes aware that the Insurance may be vitiated or is no longer valid, the Hirer must:

Immediately notify the Owner and Spoke;
Immediately cease Use of the Vehicle;
Take all necessary steps to rectify the situation.

8.5 Insurance Claims

8.5.1. If any damage to or loss of the Vehicle occurs during the Hire Period, the Hirer must immediately notify:

The Insurer;
The Owner;
Spoke;
The police (if theft or criminal damage is involved).

8.5.2. The Hirer must cooperate fully with the Insurer and Owner in connection with any insurance claim.

8.5.3. The Hirer must not admit liability or make any settlement offer without the prior written consent of the Owner.

8.6 Uninsured Losses

8.6.1. The Hirer is liable for any loss or damage to the Vehicle that is not covered by the Insurance, including:

Any policy excess or deductible;
Any loss or damage arising from breach of the Insurance policy terms;
Any loss or damage for which the Insurer refuses to pay;
Any uninsured losses.

8.6.2. The Hirer must indemnify the Owner for all such uninsured losses.

8.7 Owner's Insurance

8.7.1. Owners are advised to maintain appropriate insurance for their Vehicles when not subject to Hire Contracts, but this is not a requirement imposed by Spoke.

8.7.2. Any Owner's insurance does not reduce or affect the Hirer's obligations under this Section 8.

8.8 Spoke's Position on Insurance

8.8.1. Spoke does not provide, arrange or have any involvement in Insurance.

8.8.2. Spoke makes no representations or warranties regarding the adequacy, suitability or effectiveness of any Insurance.

8.8.3. The Hirer is solely responsible for obtaining appropriate Insurance and ensuring it meets all requirements.

8.8.4. Spoke accepts no liability for any failure by a Hirer to obtain adequate Insurance or any consequences thereof.

9. Owner Obligations

When an Owner accepts a Booking and a Hire Contract is formed, the Owner agrees and undertakes as follows:

9.1 Good Faith

To act with the utmost good faith towards the Hirer throughout the Booking Period and beyond.

9.2 Vehicle Condition

To ensure the Vehicle:

(a) Is in safe and roadworthy condition;

(b) Is in undamaged and mainly unblemished condition both outside and inside (unless a damaged Vehicle has been specifically requested by the Hirer in writing);

(d) Is properly registered, taxed, serviced, maintained and compliant with all applicable UK laws and regulations;

(e) Has a valid MOT certificate (if required);

(f) Is clean and tidy and suitable for the Use immediately upon delivery.

9.3 Delivery

To deliver the Vehicle:

(a) To the Delivery Address specified in the Booking Terms;

(b) On or before the Start Date and time specified in the Booking Terms;

(d) With all keys, documents and equipment specified in the Booking Terms.

9.4 Collection

To collect the Vehicle:

(a) From the Collection Address specified in the Booking Terms;

(b) On the Finish Date and time specified in the Booking Terms (or at the end of any Permitted Overrun);

9.5 Availability and Non-Cancellation

(a) Not to make the Vehicle unavailable for the Booking without lawful cause;

(b) Not to cancel the Booking except in accordance with the Cancellation Policy or where the Hirer is in material breach of the Hire Contract;

(c) If the Vehicle becomes unavailable, to use reasonable endeavours to provide a replacement vehicle of the same or higher standard at no extra cost to the Hirer or Spoke;

(d) If unable to provide a replacement, to provide a full refund to the Hirer at no cost to Spoke.

9.6 Vehicle Suitability

To ensure the Vehicle is suitable for the Use described in the Booking Terms.

9.7 Access and Keys

(a) To provide the Hirer with all keys, codes and means of access necessary to use the Vehicle;

(b) Not to install any security measures on or in the Vehicle that prevent the Hirer from having unrestricted access during the Hire Period (unless keys or codes are provided);

(c) To retain spare keys but not to use them to access the Vehicle during the Hire Period without the Hirer's consent (except in emergency).

9.8 Acceptance of Payment Terms

(a) To accept the Owner's Fee as the proper consideration for hiring out the Vehicle;

(b) To accept payment through Spoke's invoicing and payment administration system;

(c) To authorise Spoke irrevocably to deduct any costs incurred in arranging and delivering the Vehicle or valeting it (if arranged by Spoke) from the Owner's Fee before payment to the Owner;

(d) To acknowledge that payment will be made by Spoke to the Owner only after Spoke has received full payment from the Hirer and the Hirer has confirmed Completion.

9.9 Permitted Overruns

(a) To consider reasonable requests from the Hirer for any Permitted Overrun;

(b) If agreeing to a Permitted Overrun, to confirm the extension through the Platform;

(d) Not to allow any Permitted Overrun unless Spoke confirms that appropriate payment arrangements have been made.

9.10 No Hindrance

Not to hinder, prevent or interfere with the Use of the Vehicle by the Hirer in accordance with the Hire Contract during the Hire Period.

9.11 Inspection Rights

(a) The Owner may inspect the Vehicle during the Hire Period on giving at least 24 hours' notice to the Hirer (except in emergency);

(b) Inspections must be conducted at reasonable times and in a manner that does not materially interfere with the Use of the Vehicle.

9.12 Complaints and Communications

(a) Not to complain about the Hirer except in writing to Spoke;

(b) To communicate with the Hirer professionally and courteously;

9.13 Media and Publicity

Not to comment in media or social media about the Vehicle or the Purpose without the prior written consent of Spoke or the Hirer.

9.14 Restrictions on Dealing

(a) Not to assign, charge, transfer or otherwise deal with the Hire Contract in any way;

(b) Not to hold the Hire Contract in trust for any person.

9.15 Additional Vehicles

(a) Not to add or remove any Vehicle from your Listings except through the Owner Account;

(b) To ensure all Listings remain accurate and up to date.

9.16 Owner Indemnity

To indemnify and keep indemnified Spoke from and against all costs, claims, damages, expenses and losses (including legal costs on a full indemnity basis) arising from or as a result of:

(a) Any breach by the Owner of any obligation under the Hire Contract or these Terms;

(b) Any claims by the Hirer or third parties arising from the condition, safety or suitability of the Vehicle;

(d) Any failure by the Owner to perform any obligation under the Hire Contract.

10. Hirer Obligations

When a Hirer accepts a Booking and a Hire Contract is formed, the Hirer agrees and undertakes as follows:

10.1 Good Faith

To act with the utmost good faith towards the Owner throughout the Booking Period and beyond.

10.2 Payment

(a) To pay the Total Amount Payable in full to Spoke in accordance with the payment terms specified on the invoice issued by Spoke;

(b) To pay VAT on the Total Amount Payable when required;

(d) To pay interest on late payments as provided in these Terms.

10.3 Insurance

(a) To obtain Insurance meeting all requirements set out in Section 8 before taking possession of the Vehicle;

(b) To provide proof of Insurance to the Owner before the Vehicle is delivered;

(d) To pay all insurance premiums promptly;

(e) To comply with all terms of the Insurance policy;

(f) Not to vitiate the Insurance in any way;

(g) To notify the Owner and Spoke immediately if the Insurance is or may be vitiated;

(h) To notify the Insurer, Owner and Spoke immediately of any damage to or loss of the Vehicle.

10.4 Permitted Use Only

To use the Vehicle only:

(a) For the Use specified in the Booking Terms;

(b) For the Purpose specified in the Booking Terms;

(d) At the Location Address(es) specified in the Booking Terms;

(e) Strictly in accordance with the Hire Contract and the Rules;

(f) In a safe, legal and responsible manner.

10.5 Compliance with Rules

To comply strictly with all Rules set out in Section 11 and to ensure that all persons involved in the Use comply with the Rules.

10.6 Compliance with Laws

(a) To comply with all applicable laws, regulations and requirements during the Use;

(b) Not to use the Vehicle for any illegal purpose;

(d) To ensure all necessary permits, licences and approvals are obtained for the Use.

10.7 Health and Safety

To Use the vehicle in a safe and appropriate manner that does not endanger life or property given the age, condition and limitations of the Vehicle.

10.8 Vehicle Care

(a) Not to alter or modify the Vehicle in any way;

(b) Not to overload the Vehicle;

(d) To keep the Vehicle secure and protected from theft and damage;

(e) To keep the Vehicle clean and tidy;

(f) Not to smoke in the Vehicle;

(g) Not to allow animals in the Vehicle (unless expressly agreed with the Owner);

(h) Not to obscure any emergency signs, fire extinguisher notices or safety information in the Vehicle.

10.9 Hazardous Substances

(a) Not to introduce any Hazardous Substance to the Vehicle;

(b) To take all necessary precautions to prevent any HazSub from escaping from or being distributed around the Vehicle or Location;

(d) To cooperate with the Owner to prevent spread of any HazSub;

(e) To indemnify the Owner for all consequences of any HazSub introduced by the Hirer.

10.10 Drivers

(a) To ensure that all drivers of the Vehicle:

Are at least 25 years of age;
Hold a full valid UK driving licence with no unexpired convictions;
Have experience driving vehicles of similar age and type;
Wear corrective eyewear if required;
Have read and understood the Rules;
Are covered by the Insurance;

(b) Not to allow any person to drive the Vehicle unless they meet all the above requirements;

10.11 Return of Vehicle

(a) To return the Vehicle to the Collection Address on or before the Finish Date;

(b) To return the Vehicle in the same condition as delivered (fair wear and tear excepted);

(d) Not to retain the Vehicle beyond the Hire Period (except for agreed Permitted Overruns);

(e) To make the Vehicle available for collection by the Owner;

(f) To remove all goods, equipment and personal items from the Vehicle before return;

(g) To ensure that the Vehicle is reasonably clean before return to the Owner.

10.12 Extended Use

(a) Not to retain or use the Vehicle beyond the Hire Period without the Owner's agreement to a Permitted Overrun;

(b) To request any extension to the Hire Period through the Platform;

(d) Not to assume any extension is agreed unless confirmed through the Platform.

10.13 Security

Not to change locks on any part of the Vehicle or install any security measures that would prevent the Owner from having access to the Vehicle after the Finish Date.

10.14 Cooperation on Collection

On expiry or termination of the Hire Contract, to allow and assist the Owner to collect the Vehicle, including:

(a) Making the Vehicle available at the Collection Address;

(b) Providing access to any location where the Vehicle is situated;

(d) Not hindering or preventing collection.

10.15 Removal of Goods

(a) To remove all goods, equipment, plant and machinery not belonging to the Owner from the Vehicle on expiry or termination of the Hire Period;

(b) If the Hirer fails to remove such items, to permit the Owner (which is irrevocably authorised) to:

Remove all such items from the Vehicle;
Store such items at the Hirer's risk and expense;
Dispose of such items after reasonable notice;
Deduct all costs from any proceeds of sale;
Account for any excess to the Hirer;

10.16 Expenses

To bear and pay promptly all costs, charges and expenses arising from or connected with the Use, including:

(a) Insurance premiums;

(b) Fuel;

(d) Any fines or penalties (unless caused by the Owner's breach);

(e) Any costs of remedying breaches of the Rules;

(f) Any costs of damage to or loss of the Vehicle not covered by Insurance;

(g) Any other costs incurred in performing the Hire Contract.

10.17 No Sub-hiring

(a) Not to hire out, sub-let or otherwise allow third parties to use the Vehicle except as expressly permitted under the Hire Contract and covered by the Insurance;

(b) Not to use the Vehicle for any commercial hire and reward purposes other than the Use specified in the Booking Terms.

10.18 Restrictions on Dealing

(a) Not to assign, charge, transfer or otherwise deal with the Hire Contract in any way;

(b) Not to hold the Hire Contract in trust for any third party.

10.19 Communications

(a) To respond promptly to reasonable communications from the Owner or Spoke regarding the Hire Contract;

(b) To communicate professionally and courteously.

10.20 Hirer Indemnity

To indemnify and keep indemnified the Owner and Spoke from and against all costs, claims, damages, expenses and losses (including legal costs on a full indemnity basis) arising from or as a result of:

(a) The Use;

(b) Any use of the Vehicle not authorised by the Hire Contract;

(d) Any use not covered by the Insurance;

(e) Any breach by the Hirer of any statutory or regulatory requirements;

(f) Any breach by the Hirer of any obligation under the Hire Contract or these Terms;

(g) Any claims by third parties arising from the Use or the Hirer's acts or omissions;

(h) Any injury, death, damage or loss arising from the Use.

11. Vehicle Use Rules

The following Rules apply to all Use of all Vehicles. The Hirer must comply with these Rules and ensure that all persons involved in the Use comply with these Rules.

11.1 General Principles

11.1.1. Vehicles listed on the Platform are typically of a certain age and have limited performance and protections compared to modern vehicles.

11.1.2. The Hirer must have regard to these limitations at all times.

11.1.3. Vehicles must be used in a manner consistent with the safe and considerate use of a similar vehicle on a public highway in the United Kingdom.

11.1.4. The description of use provided to the Insurer must match that in the Hire Contract.

11.2 Permitted and Prohibited Uses

11.2.1. Vehicles must be used only in the manner outlined in the Hire Contract.

11.2.2. Vehicles must not be overloaded at any time.

11.2.3. Vehicles must not carry more persons than there are seats.

11.2.4. Where seat belts are fitted, they must be worn by all occupants when the Vehicle is moving.

11.2.5. Vehicles must not be driven at a speed beyond the speed rating of the fitted tyres or other indicated speed limit.

11.2.6. Vehicles must not be used in stunts of any kind.

11.2.7. Vehicles must not be used for "doughnuts" or other displays of excessive stress.

11.2.8. Vehicles must not be driven in such a manner that any tyres lose contact with the road surface.

11.2.9. No persons or property should be put in danger in any way while the Vehicle is being used.

11.3 Vehicle Care Rules

11.3.1. Vehicles must be kept locked and secure when not in use.

11.3.2. Keys must be kept safe and secure at all times.

11.3.3. Vehicles must be parked safely and securely.

11.3.4. Vehicles must be protected from weather damage where reasonably possible.

11.3.5. Vehicles must be kept clean and tidy.

11.3.6. Any mechanical problems must be reported to the Owner immediately.

11.3.7. Any damage to the Vehicle must be reported to the Owner and the Insurer immediately.

11.4 Driver Requirements

11.4.1. Any person driving or handling the Vehicle must read all these Rules before doing so.

11.4.2. No person whose eyesight requires correction may drive the Vehicle unless wearing suitable corrective eyewear.

11.4.3. Vehicles must only be used by drivers who have experience driving and manoeuvring vehicles of similar age and type.

11.4.4. No person may drive the Vehicle unless they hold a full UK driving licence with no unexpired convictions for any motoring offence.

11.4.5. No person under the age of 25 may drive the Vehicle.

11.4.6. No person may drive the Vehicle while under the influence of alcohol or drugs.

11.4.7. No person may drive the Vehicle if fatigued or unfit to drive.

11.5 Prohibited Activities

11.5.1. Smoking is prohibited in all Vehicles.

11.5.2. Illegal drugs are prohibited in all Vehicles.

11.5.3. Weapons are prohibited in all Vehicles (unless required for the Purpose and agreed with the Owner).

11.5.4. Hazardous Substances are prohibited in all Vehicles (except fuel, oil and coolant).

11.5.5. Animals are prohibited in all Vehicles (unless expressly agreed with the Owner).

11.6 Road Use

11.6.1. All traffic laws and regulations must be complied with at all times.

11.6.2. The Vehicle must be driven courteously and with consideration for other road users.

11.6.3. The Vehicle must not be used for racing or competitive driving.

11.6.4. The Vehicle must not be driven off-road unless specifically designed and permitted for such use.

11.7 Emergencies

11.7.1. In the event of breakdown, accident or emergency involving a Vehicle, the Hirer must:

Stop the Vehicle safely;
Ensure the safety of all persons;
Contact the emergency services if required;
Contact the Owner as soon as reasonably practicable;
Follow any instructions given by the Owner;
Cooperate with any recovery or repair services.

11.8 Consequences of Breach

11.8.1. Breach of any Rule is a material breach of the Hire Contract.

11.8.2. Breach of any Rule may entitle the Owner to terminate the Hire Contract immediately.

11.8.3. Breach of any Rule may vitiate the Insurance, leaving the Hirer liable for all losses.

11.8.4. The Hirer remains liable for all consequences of any breach of the Rules.

12. Cancellations and Refunds

12.1 Cancellation by Hirer Before Booking Accepted

If a Hirer wishes to cancel an enquiry before it has been confirmed accepted by both the Owner and the Hirer, the Hirer may do so without penalty.

12.2 Cancellation by Hirer After Booking Accepted

12.2.1. If a Hirer wishes to cancel a Booking after it has been accepted by both the Owner and the Hirer, the following cancellation terms apply:

(a) More than 14 days before Start Date:

Owner's Fee: 100% refunded to Hirer
Brokerage Fee: 50% refunded to Hirer, 50% retained by Spoke

(b) 7 to 14 days before Start Date:

Owner's Fee: 50% refunded to Hirer, 50% paid to Owner
Brokerage Fee: Retained by Spoke

Owner's Fee: 100% paid to Owner
Brokerage Fee: Retained by Spoke

12.2.2. Cancellation must be made through the Platform.

12.2.3. Refunds will be processed within 5 to 10 Business Days of Cancellation through the Platform.

12.3 Cancellation by Owner Before Booking Accepted

If an Owner wishes to cancel an enquiry before it has been accepted by both the Owner and the Hirer, the Owner may do so without penalty.

12.3 Cancellation by Owner After Booking Accepted but Before Start Date

12.3.1. If an Owner cancels a Booking after the Booking has been accepted by both the Owner and the Hirer but before the Start Date, the Owner must:

(a) Use reasonable endeavours to provide a replacement Vehicle of the same or higher standard at no extra cost to the Hirer; or

(b) If the Owner is unable to provide a replacement Vehicle in accordance with clause 12.3.1(a), then the Owner agrees that Spoke can provide a full refund to the Hirer of the Total Amount Payable (provided the Hirer has already paid such sum in full to Spoke); and

(d) Pay to Spoke the full Brokerage Fee (as if the Booking had been completed).

12.3.2. The Owner may cancel without penalty only if:

(a) The Hirer is in material breach of the Hire Contract or these Terms;

(b) The Vehicle has been lost, stolen or destroyed through no fault of the Owner;

(d) It is unlawful for the Booking to proceed; or

(e) The Hirer agrees in writing that the Owner may cancel.

12.3.3. In the event that the Owner cancels in any other circumstances after Booking accepted but before the Start Date (subject to clause 12.5) then the Owner may be liable to the Hirer for breach of contract, which shall be a matter between the Owner and the Hirer.

12.4 Cancellation During Hire Period

12.4.1. The Owner may terminate the Hire Contract with immediate effect during the Hire Period if:

(a) The Hirer fails to obtain or maintain adequate Insurance;

(b) The Hirer breaches any material term of the Hire Contract or these Rules;

(d) The Vehicle is damaged or at imminent risk of damage;

(e) The Insurance is or may be vitiated;

(f) The Hirer becomes insolvent.

12.4.2. On such termination:

(a) The Hirer must immediately cease to Use the Vehicle;

(b) The Hirer must make the Vehicle available for immediate collection;

(d) The Owner and Spoke shall retain all fees;

(e) The Hirer remains liable for all breaches and all indemnities.

12.4.3 In the event that the Owner cancels during the Hire Period in any other circumstances (subject to clause 12.5) then the Owner may be liable to the Hirer for breach of contract, which shall be a matter between the Owner and the Hirer.

12.5 Force Majeure Cancellation

12.5.1. If performance of a Hire Contract becomes impossible or unlawful due to circumstances beyond the reasonable control of either the Owner or the Hirer (including acts of God, war, terrorism, pandemic, government restrictions, etc.), either the Owner or the Hirer may cancel the Booking.

12.5.2. In such circumstances:

(a) The Owner's Fee is refunded to the Hirer;

(b) Spoke retains 50% of the Brokerage Fee and refunds 50% to the Hirer;

(c) Neither the Owner or the Hirer has any further liability to the other (except for breaches occurring before the force majeure event).

12.6 No-Show by Hirer

If the Hirer fails to collect the Vehicle on the Start Date and does not cancel in accordance with this Section:

(a) The Booking is treated as completed;

(b) No refund is payable to the Hirer;

12.7 No-Show by Owner (Failure to Deliver)

If the Owner fails to deliver the Vehicle on the Start Date:

(a) The Hirer is entitled to a full refund of the Total Amount Payable;

(b) The Owner must pay to Spoke the full Brokerage Fee;

(d) Spoke may suspend or terminate the Owner's Account.

13. Liability and Indemnities

13.1 Spoke's Exclusions and Limitations of Liability

Spoke's liability is strictly limited as follows:

13.1.1. Platform Facilitator Only: Spoke only provides the Platform and related services. Spoke is not a party to any Hire Contract and has no responsibility for any aspect of any Hire Contract or the Use of any Vehicle.

13.1.2. No Liability for Vehicles: Spoke has no liability whatsoever for:

The condition, safety, suitability, quality or legality of any Vehicle;
The accuracy or completeness of any Listing;
Any injury, death, damage or loss arising from any Vehicle or its Use;
Any defect, mechanical failure or breakdown of any Vehicle;
The roadworthiness or fitness for purpose of any Vehicle.

13.1.3. No Liability for Users: Spoke has no liability whatsoever for:

The performance or non-performance by Owners or Hirers of their obligations;
The conduct, acts or omissions of any User;
Any breach of contract by any Owner or Hirer;
Any disputes between Owners and Hirers;
Any fraud, misrepresentation or unlawful activity by any User.

13.1.4. No Liability for Hire Arrangements: Spoke has no liability whatsoever for:

Cancellation, delay or failure of any Booking;
Non-delivery or late delivery of any Vehicle;
Any aspect of the Use;
Any Purpose or any losses connected with any Purpose;
Any damage to property or goods during the Use.

13.1.5. Exclusion of Consequential Loss: Spoke shall have no liability for any indirect, consequential, special or punitive losses or damages including loss of profits, loss of business, loss of revenue, loss of opportunity, loss of data, reputational damage or wasted expenditure.

13.1.6. Maximum Liability: Spoke's maximum aggregate liability to any User for any and all claims arising from or connected with use of the Platform (whether in contract, tort, negligence, breach of statutory duty or otherwise) shall be limited to the amount of fees paid by that User to Spoke in the 6 months preceding the claim (or £100, whichever is greater).

13.1.7. Nothing in these Terms excludes or limits Spoke's liability for:

Death or personal injury caused by Spoke's negligence;
Fraud or fraudulent misrepresentation by Spoke;
Any other liability that cannot lawfully be excluded or limited by Spoke.

13.2 Owner's Liability to Hirer

13.2.1. The Owner is liable to the Hirer for:

Failure to deliver the Vehicle as agreed;
Delivery of a Vehicle that does not match the Listing or is not in the condition represented;
Breach of any warranty, representation or obligation under the Hire Contract.

13.2.2. The Owner is not liable to the Hirer for:

Any defect, failure or problem arising from misuse by the Hirer;
Any loss or damage covered by the Insurance;
Any indirect or consequential losses;
Any losses arising from the Hirer's breach of the Hire Contract or the Rules.

13.2.3. The Owner is not liable for:

Any injury suffered by the Hirer or any person involved in the Purpose;
Any loss of or damage to any property of the Hirer (except the Vehicle itself);
Any delays to the Purpose caused by mechanical failure or damage during the Use (provided the Owner is not in breach);
Any costs of re-shooting scenes or other production costs.

13.2.4. Nothing in these Terms excludes or limits the Owner's liability for:

Death or personal injury caused by the Owner's negligence;
Fraud or fraudulent misrepresentation by the Owner;
Any other liability that cannot lawfully be excluded or limited by the Owner.

13.3 Hirer's Liability to Owner

13.3.1. The Hirer is liable to the Owner for:

All damage to or loss of the Vehicle during the Hire Period (subject to the Insurance);
All uninsured losses (including policy excesses);
Any losses arising from vitiation of the Insurance;
Failure to return the Vehicle when required;
Any breach of the Hire Contract or the Rules;
All indemnities given under these Terms.

13.3.2. The Hirer is strictly liable for damage to or loss of the Vehicle during the Hire Period, regardless of fault, except where such damage or loss is caused solely and directly by the Owner's breach.

13.4 Owner Indemnity to Spoke

The Owner shall indemnify and keep indemnified Spoke, its directors, officers, employees and agents from and against all claims, actions, liabilities, losses, damages, costs and expenses (including reasonable legal fees) arising from or in connection with:

(a) Any breach by the Owner of these Terms or any Hire Contract;

(b) Any negligence or wrongful act or omission by the Owner;

(d) Any injury, death, damage or loss caused by any Vehicle owned or listed by the Owner;

(e) Any claims by any Hirer or third party relating to any Vehicle owned or listed by the Owner;

(f) Any inaccuracy or misrepresentation in any Listing created by the Owner;

(g) Any infringement of third party rights (including intellectual property rights) by any content provided by the Owner;

(h) Any failure by the Owner to comply with applicable laws or regulations.

13.5 Hirer Indemnity to Spoke and Owner

The Hirer shall indemnify and keep indemnified Spoke and the Owner, and their respective directors, officers, employees and agents, from and against all claims, actions, liabilities, losses, damages, costs and expenses (including reasonable legal fees) arising from or in connection with:

(a) Any breach by the Hirer of these Terms or any Hire Contract;

(b) Any negligence or wrongful act or omission by the Hirer;

(d) Any injury, death, damage or loss arising from the Use;

(e) Any Use of any Vehicle not authorised by the Hire Contract;

(f) Any Use beyond the capabilities of the Vehicle;

(g) Any Use not covered by the Insurance;

(h) Any breach of statutory or regulatory requirements by the Hirer;

(i) Any claims by third parties arising from the Use or the Purpose;

(j) Any failure to obtain or maintain adequate Insurance;

(k) Any vitiation of the Insurance caused by the Hirer;

(l) Any introduction of Hazardous Substances by the Hirer;

(m) Any failure by the Hirer to comply with applicable laws or regulations.

13.6 Survival of Indemnities

All indemnities under these Terms survive expiry or termination of these Terms or any Hire Contract.

14. Termination and Suspension

14.1 Termination of User Accounts

14.1.1. Spoke may suspend or terminate any User's Account immediately without notice if:

(a) The User is in material breach of these Terms;

(b) The User has provided false, inaccurate or misleading information;

(d) In Spoke's opinion the User poses a risk to the safety of others or the integrity of the Platform;

(e) The User has failed to pay any amounts due to Spoke;

(f) Spoke has received complaints from other Users about the User;

(g) Spoke is required to do so by law or court order;

(h) The User has infringed any third party's rights.

14.1.2. A User may close their Account at any time by notifying Spoke, subject to:

(a) Completion of all outstanding Bookings;

(b) Payment of all amounts due;

14.3 Effect of Termination

14.3.1. On termination or expiry of any Account or Hire Contract:

(a) All rights granted under these Terms immediately cease;

(b) All obligations that have accrued continue;

(d) Any provisions intended to survive termination continue.

14.3.2. Termination does not affect:

(a) Any rights, remedies or obligations that have accrued before termination;

(b) The coming into force or continuance of any provision that is expressly or by implication intended to survive termination.

14.4 Consequences for Owners

If an Owner's Account is terminated by Spoke:

(a) All Listings are immediately removed from the Platform;

(b) The Owner must complete all outstanding Bookings;

(d) The Owner may not create a new Account without Spoke's prior written consent.

14.5 Consequences for Hirers

If a Hirer's Account is terminated by Spoke:

(a) The Hirer may not make new Bookings;

(b) Outstanding Bookings may be cancelled by Spoke;

(d) The Hirer may not create a new Account without Spoke's prior written consent.

15. Dispute Resolution

15.1 Disputes Between Users

15.1.1. Disputes between Owners and Hirers are a matter for those Parties to resolve directly.

15.1.2. Spoke is not a party to such disputes and has no obligation to become involved.

15.1.3. Spoke may, at its discretion, offer assistance in resolving disputes but is not obliged to do so.

15.1.4. Any decision or recommendation made by Spoke in relation to a dispute is not binding on the Parties unless they agree otherwise.

15.2 Disputes with Spoke

15.2.1. If a User has a dispute with Spoke relating to the Platform or these Terms, the User should contact Spoke at hello@spokehire.com in the first instance.

15.2.2. Spoke will use reasonable endeavours to resolve complaints within 28 days.

15.2.3. If the dispute cannot be resolved informally, the provisions of Section 19 (Governing Law and Jurisdiction) apply.

15.3 Payment Disputes

15.3.1. Payment disputes should be raised through the Platform within 48 hours of the issue arising.

15.3.2. Spoke may investigate payment disputes and may withhold payment releases pending investigation.

15.3.3. Spoke may require evidence from both Parties before making any decision regarding a payment dispute.

15.3.4. Spoke's decision on payment disputes (if Spoke chooses to make one) is final and binding, except in cases of manifest error.

15.4 Damage Disputes

15.4.1. If there is a dispute about damage to a Vehicle, the matter should in the first instance be referred to the Insurer.

15.4.2. The Hirer must cooperate fully with any insurance claim process.

15.4.3. Spoke is not responsible for resolving damage to Vehicle disputes.

15.5 Evidence

15.5.1. The Parties should keep clear evidence of the condition of Vehicles at delivery and return, including:

Photographs (date-stamped if possible);
Video recordings;
Written condition reports;
Mileage readings.

15.5.2. Such evidence may be crucial in resolving disputes.

16. Intellectual Property

16.1 Platform Ownership

16.1.1. Spoke owns or licenses all intellectual property rights in the Platform, including:

The website and software;
The design, layout and graphics;
Trade marks, logos and branding;
All content created by Spoke.

16.1.2. Users acquire no rights in any such intellectual property, which shall at all times remain vested solely on Spoke or the applicable licensor.

16.2 User Content

16.2.1. Users retain ownership of content they upload to the Platform (including photographs, descriptions and other information).

16.2.2. By uploading content, Users grant Spoke a perpetual, irrevocable, worldwide, royalty-free, non-exclusive licence to:

Use, reproduce, modify, adapt and display such content;
Sublicense such content to third parties;
Use such content for marketing and promotional purposes;

for the purposes of operating the Platform and promoting Spoke's services.

16.2.3. Users warrant that they own or have all necessary rights to grant the above licence and that their content does not infringe any third party's rights.

16.3 Restrictions on Use

Users must not (save with regard to content they own and upload to the Platform):

(a) Copy, reproduce or redistribute any part of the Platform;

(b) Modify or create derivative works based on the Platform;

(d) Remove or obscure any copyright, trade mark or other proprietary notices;

(e) Use any content from the Platform for purposes other than using the Platform in accordance with these Terms;

(f) Use Spoke's trade marks, logos or branding without prior written consent;

(g) Take any action intended to interfere with or harm the operation or functionality of the Platform.

17. Data Protection and Privacy

17.1 Privacy Policy

17.1.1. Spoke's collection, use and protection of personal data is governed by our Privacy Policy, available on the Platform.

17.1.2. By using the Platform, Users consent to such collection and use in accordance with the Privacy Policy.

17.2 GDPR Compliance

17.2.1. Spoke processes personal data in accordance with the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018 as updated from time to time.

17.2.2. Spoke is the data controller for personal data provided to Spoke through the Platform.

17.2.3. In relation to Hire Contracts, Owners and Hirers may each be data controllers for personal data they collect from each other.

17.3 Data Processing

17.3.1. Spoke processes personal data for the following purposes:

Operating the Platform;
Facilitating Bookings;
Processing payment administration and invoicing;
Communicating with Users;
Preventing fraud and ensuring security;
Complying with legal obligations;
Improving the Platform.

17.3.2. The lawful bases for such processing include:

Performance of contracts with Users;
Legitimate interests of Spoke;
Compliance with legal obligations;
User consent (where required).

17.4 Data Sharing

17.4.1. Spoke may share User data with:

Payment processing service providers and accountancy software providers;
Service providers (for IT, hosting, backup and similar services);
Law enforcement or regulatory authorities (where required by law);
Other Users (to the extent necessary to facilitate Bookings and Hire Contracts).

17.4.2. Spoke does not sell User data to third parties for marketing purposes.

17.5 Data Retention

17.5.1. Spoke retains personal data for as long as necessary to fulfil the purposes for which it was collected, including:

For Owners: as long as the Owner has an active Account and for up to 6 years thereafter for tax purposes;
For Hirers: for 1 year after the last Booking;
Longer periods where required for legal, regulatory, tax or accounting purposes.

17.5.2. Users may request deletion of their data subject to Spoke's legal obligations and legitimate interests.

17.6 User Rights

Users have the following rights under data protection law:

(a) Right of access to their personal data;

(b) Right to rectification of inaccurate data;

(d) Right to restrict processing in certain circumstances;

(e) Right to data portability;

(f) Right to object to processing based on legitimate interests;

(g) Right to withdraw consent (where consent is the lawful basis);

(h) Right to complain to the Information Commissioner's Office (ICO).

17.6.1. To exercise any rights, contact: hello@spokehire.com

17.7 Security

17.7.1. Spoke implements appropriate technical and organisational measures to protect personal data against unauthorised access, loss, destruction or damage.

17.7.2. Users must also take appropriate measures to protect their Account credentials and personal data.

17.8 Cookies

17.8.1. The Platform uses cookies and similar technologies.

17.8.2. Details of cookie use are set out in our Privacy Policy, available on the Platform.

18. General Provisions

18.1 Entire Agreement

18.1.1. These Terms (together with the Privacy Policy) constitute the entire agreement between Spoke and each User regarding use of the Platform.

18.1.2. Each Hire Contract (together with these Terms and the specific Booking Terms) constitutes the entire agreement between the Owner and Hirer for that Booking.

18.1.3. These Terms supersede all previous agreements, representations, warranties and understandings (whether written or oral) relating to their subject matter.

18.2 Variation

18.2.1. Spoke reserves the right to vary these Terms at any time.

18.2.2. Users will be notified of material changes via email or through the Platform.

18.2.3. Continued use of the Platform after notification constitutes acceptance of the varied Terms.

18.2.4. If a User does not accept varied Terms, they should cease using the Platform and close their Account.

18.3 Third Party Rights

18.3.1. These Terms are not intended to confer any rights on third parties under the Contracts (Rights of Third Parties) Act 1999.

18.3.2. No third party may enforce any provision of these Terms.

18.4 Notices

18.4.1. Any notice required under these Terms must be:

In writing;
Sent by email or first-class recorded delivery post to the address or email specified in the User's Account or (for notices to Spoke) to Spoke Hire Ltd, 92 Barcombe Avenue, London SW2 3BA, email: hello@spokehire.com;
Deemed received:

- If by email: 24 hours after sending (unless a delivery failure notice is received);

- If by post: 48 hours after posting.

18.4.2. Users must ensure their Account contact details are kept up to date.

18.5 Severability

18.5.1. If any provision of these Terms is held to be invalid, illegal or unenforceable, the Parties shall negotiate in good faith to amend such provision to achieve the intended result while remaining valid, legal and enforceable.

18.5.2. If amendment is not possible, the invalid provision shall be severed and the remaining provisions shall remain in full force and effect.

18.6 Waiver

18.6.1. No failure or delay by any Party in exercising any right under these Terms shall constitute a waiver of that right.

18.6.2. No waiver shall be effective unless in writing and signed by the Party granting the waiver.

18.6.3. A waiver of any right on one occasion shall not be construed as a waiver of that right on any other occasion.

18.7 Assignment

18.7.1. Users may not assign, transfer or otherwise dispose of their rights or obligations under these Terms without Spoke's prior written consent.

18.7.2. Spoke may assign, transfer or novate its rights and obligations under these Terms to any affiliate or to any purchaser of its business or assets.

18.8 No Partnership or Agency

18.8.1. These Terms do not create any partnership, joint venture, agency relationship or employment relationship between Spoke and any of the Parties.

18.8.2. No party has authority to bind any other party or to make representations on behalf of any other party.

18.9 Joint and Several Liability

If a User comprises more than one person or entity:

(a) Their obligations are joint and several;

(b) Service of notice on one of them is deemed service on all of them;

18.10 Interpretation

18.10.1. Headings are for convenience only and do not affect interpretation.

18.10.2. Words in the singular include the plural and vice versa.

18.10.3. References to one gender include all genders.

18.10.4. The neuter singular used in respect of Parties includes the plural and all genders.

18.11 Survival

The following provisions survive expiry or termination of these Terms or any Hire Contract:

Definitions;

Payment obligations;

Intellectual property provisions;

Liability exclusions and limitations;

Indemnities;

Confidentiality;

Data protection;

Dispute resolution;

Governing law and jurisdiction;

Any other provisions that are expressly or by necessary implication intended to survive.

18.12 Confidentiality

18.12.1. Each Party shall keep the existence and contents of any Hire Contract confidential, except:

As required by law or court order;
As necessary to enforce rights under the Hire Contract;
With the prior written consent of the other Party.

18.12.2. This obligation does not apply to information that is publicly available (other than through breach of this clause).

19. Governing Law and Jurisdiction

19.1 Governing Law

These Terms and any Hire Contract and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.

19.2 Jurisdiction

19.2.1. The Parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or any Hire Contract or their subject matter or formation (including non-contractual disputes or claims).

19.2.2. The Parties submit to the exclusive jurisdiction of the English courts.

19.3 UK-Only Service

19.3.1. The Platform is operated solely for Users resident in the United Kingdom.

19.3.2. Only Owners and Hirers resident in the UK may use the Platform.

19.3.3. All Vehicles must be registered in the UK.

19.3.4. All Bookings must be for Use within the UK.

CONTACT INFORMATION

Spoke Hire Ltd

Registered Office: 92 Barcombe Avenue, London, SW2 3BA, United Kingdom

Company Number: 15150581

General Enquiries:

Email: hello@spokehire.com

Telephone: (+44) 07424 226031

Data Protection Enquiries:

Email: hello@spokehire.com

Complaints:

Email: hello@spokehire.com

Business Hours:

Monday to Friday, 9:00 AM to 5:00 PM (UK time)

(Excluding public holidays)

Spoke Hire Platform Terms and Conditions for Owners, Hirers and other Users

Introduction

If you do not agree to these Terms then you should cease to use the Platform immediately.

About Spoke

Platform Role

Acceptance of Terms

By using the Platform, you acknowledge and agree that:
You have read, understood and accept these Terms in full;
You agree to comply with all applicable laws and regulations;
You are at least 18 years of age and have legal capacity to enter into binding contracts;
If acting on behalf of a business entity, you have authority to bind that entity to these Terms;
You are resident or (if a business entity) established in the United Kingdom.