Legal T&Cs

Terms and Conditions

Please familiarise yourself with the Community Branch Fund Terms and Conditions before submitting your Application Form.

1. Scope and Definitions

1.1.  By submitting your Application Form you agree that these Terms and Conditions and the terms and conditions in the Offer Letter will apply to applications for, and Grants made by Post Office Limited under, the Community Branch Fund (all as defined below). No other terms and conditions shall apply to any Grant. In the event of a conflict between these Terms and Conditions and the terms and conditions set out in the Offer Letter, the terms and conditions set out in the Offer Letter shall prevail.

1.2.  In these Terms and Conditions and the Offer Letter, unless the context otherwise requires:

(a) Applicant means a Postmaster who has submitted an Application Form in accordance with these Terms and Conditions;

(b) Application Form means the application form by which a Postmaster may apply for a Grant from the Community Branch Fund in the form prescribed by Post Office Limited from time to time;

(c) Branch means a Post Office® branch operated by a Postmaster in accordance with a contract between Post Office Limited and that Postmaster;

(d) Branch Premises means the premises from which a Branch is operated and will include in the case of Postmasters who operate Outreach Services and Satellite Services the premises from which those Outreach Services or Satellite Services are operated;

(e) Community Branch means a Branch situated in a geographic location where there is no other retailer that Post Office Limited considers (in its sole discretion) would be suitable to host a Post Office branch within half a mile of that Branch;

(f) Community Branch Fund means the Network Transformation Community Branch fund administered by Post Office Limited, which is available for applications from the Postmasters of Community Branches or Postmasters of Branches which provide Outreach or Satellite Services;

(g) Equipment means the Post Office Arranged Equipment and the Postmaster Arranged Equipment;

(h) Grant means a sum of money allocated to a Project by Post Office Limited from the Community Branch Fund in accordance with these Terms and Conditions and the Offer Letter;

(i) Offer Letter has the meaning given to it in clause 2.6 of these Terms and Conditions;

(j) Outreach Services means the services that a Postmaster is obliged to provide pursuant to a Core and Outreach Addendum or the Outreach Services Conditions (as applicable);

(k) Postmaster includes any subpostmaster, operator, franchisee, or other agent of Post Office Limited;

(l)  Postmaster Arranged Equipment means the equipment to be installed at the Applicant’s Branch or Branch Premises that the Postmaster is responsible for arranging and initially paying for, as detailed in Schedule 1 of the Offer Letter, subject to any variation or amendment agreed in writing and signed by the Applicant and a duly authorised representative of Post Office Limited;

(m)Postmaster Arranged Works means the works at the Applicant’s Branch or Branch Premises that the Postmaster is responsible for arranging and initially paying for as detailed in Schedule 1 of the Offer Letter, subject to any variation or amendment agreed in writing and signed by the Applicant and a duly authorised representative of Post Office Limited;

(n)Post Office Group means the group of companies comprised of Post Office Limited, its holding company, its subsidiaries and associated undertakings (if any) and any subsidiaries and associated undertakings of its holding company (including any subsidiaries of those associated undertakings). The terms “holding company” and “subsidiary” shall have the same meaning as in the Companies Act 2006;

(o) Post Office Arranged Equipment means the equipment to be installed at the Applicant’s Branch or Branch Premises that Post Office Limited is responsible for arranging and paying for, as detailed in Schedule 2 of the Offer Letter, subject to any variation or amendment agreed in writing and signed by the Applicant and a duly authorised representative of Post Office Limited;

(p) Post Office Arranged Works means the works at the Applicant’s Branch or Branch Premises that Post Office Limited is responsible for arranging and paying for, as detailed in Schedule 2 to the Offer Letter, subject to any variation or amendment agreed in writing and signed by the Applicant and a duly authorised representative of Post Office Limited;

(q) Project means the Works at and the supply of the Equipment to the Applicant’s Branch or Branch Premises;

(r) Satellite Services means the services that a Postmaster is obliged to provide pursuant to a Satellite contract;

(s) Terms and Conditions means these terms and conditions; and

(t) Works means the Post Office Arranged Works and the Postmaster Arranged Works.

2. Application Process

2.1. Basis of Grants

(a) The award of any Grant is solely at the discretion of Post Office Limited and Post Office Limited reserves the right to refuse any application for a Grant for any reason whatsoever.

(b) The Community Branch Fund may be withdrawn by Post Office Limited at any time and in the event of the withdrawal of the Community Branch Fund, Post Office Limited will have no obligations to consider any Application Forms submitted by the Applicant or provide any notification of such withdrawal.

(c) The Applicant must meet the requirements set out in clause 2.2 of these Terms and Conditions in order to be eligible to have their application for a Grant considered by Post Office Limited.

(d) The Applicant may apply for a Grant to fund improvements to, and modernisation of, their Branch or Branch Premises.

(e) The Community Branch Fund is unable to contribute towards any structural works.

(f) The Applicant may not apply for a Grant to fund retrospective projects.

(g) Post Office Limited’s decision on an application shall be final. It shall not be obliged to give reasons for its decision and there is no right of appeal.

2.2. Requirements for Applicants

In order to be eligible to be considered for a Grant, the Applicant must:

(a) either:

a. operate a Community Branch and have a valid and subsisting contract with Post Office Limited in one of the following formats:

i Subpostmaster’s Contract (including the restricted hours variation);

ii Modified Subpostmaster’s Contract;

iii Community Subpostmaster’s Contract;

iv Company Franchise Operated Contract;

v Individual Franchise Post Office Contract; or

b. operate a Branch from which Outreach Services are provided; or

c. operate a Branch from which Satellite Services are provided; and

(b) not be operating their Branch under a temporary contract; and

(c) not be in breach of their contract with Post Office Limited; and

(d) not have given notice to Post Office Limited of their intent to terminate their contract with Post Office Limited (or in the case of a Postmaster operating their Branch under a Company Franchise Operated Contract or an Individual Franchise Post Office Contract with a fixed term not have failed to exercise their rights of renewal in accordance with the terms of such contract with the effect that such contract will terminate automatically at the end of the fixed term);

(e) not have expressed an interest in leaving the Post Office network as part of the Network Transformation Programme;

(f) not, except in the case of Postmasters who operate Branches from which Outreach or Satellite Services are provided,  have expressed an interest in converting their branch to a Main Office under the Network Transformation Programme; and

(g) not owe any overdue sums to Post Office Limited (or any other member of the Post Office Group).

2.3. The Application process

(a) The Application Form may be submitted by post or by e-mail:

a. If the Application Form is submitted by post, it must be sent to: NT Community Branch Fund Post Office Limited 112 – 114 Camden High Street London NW1 0RR

b. If the Application Form is submitted by e-mail, it must be sent to: nt.communityfund@postoffice.co.uk

(b) Post Office Limited will consider any application for a Grant solely on the basis of the information set out in the Application Form, any information subsequently requested by Post Office Limited and provided by the Applicant to Post Office Limited and any information subsequently obtained by Post Office Limited at a visit to the Branch.

2.4. Consequences of Application

By submitting an Application Form, the Applicant:

(a) irrevocably agrees that if the application for a Grant is successful, it shall comply with these Terms and Conditions and the Offer Letter;

(b) represents and warrants that all of the information provided to Post Office Limited in relation to the subject matter of these Terms and Conditions including, but not limited to, that set out in the Application Form and all documentation provided in support of the application, including but not limited to quotations is accurate, complete and truthful;

(c) represents and warrants that it has not, and undertakes that it will not, apply for duplicate funding for the Project from any third party (for the avoidance of doubt this clause does not prevent the Applicant from applying for or obtaining funding from a third party for works associated with the Project or for any element of the Project that Post Office Limited is not funding, provided that the Applicant complies with clause 3.4 of these Terms and Conditions);

(d) represents and warrants that it complies with the requirements set out in clause 2.2 of these Terms and Conditions.

2.5. Additional Information

(a) Upon receipt of the Application Form, Post Office Limited may give the Applicant notice that it needs to visit the Branch Premises in order for Post Office Limited to collect any additional information it requires to assess the application. Upon receipt of such notice the Applicant shall allow Post Office Limited, its employees, contractors or agents access to the Branch Premises during usual opening hours of the Branch for the above purpose.

(b) Upon receipt of any Application Form or following any visit to the Branch, Post Office Limited may require the Applicant to provide further information, including, but not limited to:

a. evidence that the Applicant’s property interest in the Branch Premises satisfies Post Office Limited’s requirements;

b. evidence that the Applicant is not subject to any county court judgments;

c. at least two quotes for any of the works or equipment required to complete the improvement and modernisation of the Branch;

d. evidence that the Branch Premises are suitable for the works and equipment required;

e. further details of the basis of any proposed costings for the works or equipment required; or

f. further details of the benefits that the Applicant considers will be derived if the Grant is approved.

2.6. Offer Letter

(a) If Post Office Limited approves an application for a Grant, it shall notify the Applicant of such approval in writing (Offer Letter).

(b) The Offer Letter:

a. will specify any Post Office Arranged Works and Post Office Arranged Equipment;

b. will specify any Postmaster Arranged Works and Postmaster Arranged Equipment, including details of any specifications to which such works must conform and details of any contractors or suppliers that Post Office Limited requires the Applicant to use;

c. will specify the maximum amount that Post Office Limited is prepared to reimburse the Applicant for the Postmaster Arranged Works and Postmaster Arranged Equipment (or any element thereof);

d may specify additional terms and conditions that will apply to the Grant;

e. may specify a date by which the Applicant is required to complete the  Postmaster Arranged Works or to obtain and install the Postmaster Arranged Equipment.

(c) The Applicant is advised not to expend any monies or enter into any commitments or commence any works until such time as the Applicant receives the Offer Letter. Post Office Limited shall have no liability to the Applicant in the event that any works, are carried out before the Offer Letter is received.

(d) Upon receipt of the Offer Letter the Project may proceed. If the Applicant objects to any of the additional terms and conditions contained in the Offer Letter then the Applicant must notify Post Office Limited immediately of such objections and must not proceed with the Project or otherwise allow the Project to proceed. If the Applicant proceeds with the Project, or allows the Project to proceed, then the Applicant will be deemed to have accepted the additional terms and conditions set out in the Offer Letter.

(e) The Applicant is advised that during any period of closure, to enable project works to be completed, they will not be eligible for any Transactional Related Product payments.

3. Applicant’s Obligations

3.1. Consents

In the event that Post Office Limited agrees to make a Grant to the Applicant, it is the Applicant’s responsibility to obtain any necessary statutory or other consents required for carrying out the Project, including, but not limited to, planning permission and/or building regulation consents or any consent of the freeholder. Unless otherwise agreed in writing by Post Office Limited, the costs of obtaining the necessary consents will be borne by the Applicant.

3.2. Advice

The Applicant acknowledges and agrees that it is its responsibility to obtain professional advice on all matters pertaining to the Project and the Grant including, but not limited to:

(a) tax and VAT implications relating to the Project;

(b) tax and National Insurance payable in respect of the Grant;

(c) banking and funding;

(d) health and safety and public liability;

(e) insurance;

(f) planning permission, building regulations, listed building restrictions (if relevant) or any other property related issues including, but not limited to, landlord’s consent;

(g) building contractors;

(h) legislative requirements including, without limitation, its obligations under the Equality Act 2010; and

(i) other legal implications.

3.3. Income Tax, National Insurance and VAT

If Post Office Limited agrees to make any Grant, it is the Applicant’s responsibility to pay any VAT where applicable in respect of the costs of implementing the Project and to pay any income tax (or other tax) assessed or adjudged to be payable on the Grant, together with any employee’s National Insurance contributions. By the submission of an Application Form the Applicant agrees to indemnify Post Office Limited in respect of any tax (including, without limitation, income tax under the PAYE system and employee national insurance) assessed on Post Office Limited in respect of the Grant, which shall include any sum payable by Post Office Limited to a third party in respect of goods and services benefitting the Applicant or Applicant’s business, to the extent permitted by law. Post Office Limited will not reimburse the Applicant for any VAT, income tax (or other tax) or National Insurance payable by him in respect of the Grant, including amounts paid to third parties, or the Project. If the Grant is itself subject to VAT, the amount of the Grant shall be treated as being inclusive of such VAT and the Applicant shall, at the request of Post Office Limited, issue to Post Office Limited a valid VAT invoice in a form required by Post Office Limited in respect of the Grant.

3.4. Third Party Funding

If the Applicant has, or intends to, apply to a third party for funding for works associated with the Project or for any element of the Project that Post Office Limited is not funding then the Applicant will notify Post Office Limited of such application or intention and when such funding is obtained, the Applicant will provide Post Office Limited with details of the amount and purpose of such funding.

3.5. Case review procedure

(a) The Applicant must be able, on request, to provide originals of the following documents to Post Office Limited for at least three years following the award of a Grant:

a. Quotes or estimates for the Postmaster Arranged Works and the Postmaster Arranged Equipment;

b. Invoices for the Postmaster Arranged Works and Postmaster Arranged Equipment;

c. Planning consents for the Project (if required);

d. Landlord’s consents for the Project (if required);

e. Building regulation consents for the Project (if required);

f. Any other documentary evidence referred to in, or included with, the Application Form or the Offer Letter or otherwise requested by Post Office Limited during the application process.

(b) Post Office Limited will have the right to require the production of these documents at any time within three years following the award of a Grant by giving not less than one month’s notice.

3.6. Change in circumstances

The Applicant must give Post Office Limited written notice of any change in their circumstances which means that they no longer comply with the requirements set out in clause 2.2 of these Terms and Conditions or if any information provided in the Application Form or during the application process subsequently becomes incorrect as soon as possible. If the Applicant does not do so, their application for a Grant may be rejected or Post Office Limited may require that any sum paid to the Postmaster for the Postmaster Arranged Works or Postmaster Arranged Equipment must be repaid to Post Office Limited or that the Applicant reimburses Post Office Limited for any costs incurred by Post Office Limited in carrying out the Post Office Arranged Works or obtaining and installing the Post Office Arranged Equipment.

3.7. Anti-discrimination

(a) The Applicant shall not unlawfully discriminate within the meaning and scope of any law, enactment, order or regulation relating to discrimination (whether in race, gender, religion, disability, sexual orientation, age or otherwise) in employment.

(b) The Applicant shall take all reasonable steps to secure the observance of clause 3.7(a) of these Terms and Conditions by all servants, employees or agents of the Applicant and all suppliers and sub-contractors engaged on the Project.

3.8. Anti-corruption and Anti-bribery

(a) The Applicant shall comply at all times with all applicable laws and regulations relating to anti-bribery and anti-corruption including without limitation the Bribery Act 2010 and any codes of practice or policies issued by Post Office Limited to the Applicant from time to time.

4. Project Completion

4.1 Post Office Limited shall engage contractors or suppliers to carry out the Post Office Arranged Works and to supply and install the Post Office Arranged Equipment and shall pay such contractors or suppliers directly for their work.

4.2 The Applicant shall:

(a) engage contractors or suppliers to carry out the Postmaster Arranged Works and to supply and install the Postmaster Arranged Equipment and shall pay such contractors or suppliers directly for their work;

(b) ensure that the Postmaster Arranged Works, the supply and installation of the Postmaster Arranged Equipment and any works connected with the Project comply with all statutory requirements and legislation, with these Terms and Conditions and the Offer Letter;

(c) ensure that the Postmaster Arranged Works are completed, and the Postmaster Arranged Equipment is supplied and installed, with reasonable care and skill by reputable, competent contractors which hold all necessary qualifications, registrations, accreditations and certificates in order to be able to carry out the Postmaster Arranged Works and supply and install the Postmaster Arranged Equipment and which have in place insurance that, as a minimum, covers all risks which the contractor is obliged by law to insure against. If requested by Post Office Limited the Applicant shall provide reasonable evidence of any such qualifications etc. and insurances to Post Office Limited;

(d) use any approved suppliers/contractors notified to it by Post Office Limited in the Offer Letter (if any);

(e) ensure that it immediately carries out at its own expense such works of redecoration and refurbishment to the Branch as may be required as a consequence of the Project to ensure that the standard of appearance and amenity of the Branch is at least equivalent to the standard prior to carrying out the Project;

(f) comply with the timetable, if any, for the carrying out of the Postmaster Arranged Works and the supply and installation of the Postmaster Arranged Equipment and ensure that such works are completed to Post Office Limited’s reasonable satisfaction by the date, if any, specified by Post Office Limited in the Offer Letter. If no date is specified, the Applicant shall ensure that the Postmaster Arranged Works are completed and the Postmaster Arranged Equipment is installed to Post Office Limited’s reasonable satisfaction not later than 12 weeks after the date of the Offer Letter. Time shall be of the essence with regard to this obligation. Post Office Limited may extend the period for completion of the Project at its absolute discretion by notice in writing to the Applicant;

(g) notify Post Office Limited of the completion of the Project as soon as possible after it has been completed; and

(h) upon request by Post Office Limited provide Post Office Limited with such evidence as Post Office Limited may reasonably require from time to time to satisfy itself that the Project has been properly completed in accordance with these Terms and Conditions and the Offer Letter and to further satisfy itself as to the costs of carrying out the Project. Such evidence may include, but is not limited to, the documents listed in clause 3.5 of these Terms and Conditions.

4.3 In addition, where the Project comprises any Post Office Arranged Works or Post Office Arranged Equipment the Applicant shall:

(a) permit access to any contractors appointed by Post Office Limited for the purposes of carrying out the Post Office Arranged Works or installing the Post Office Arranged Equipment;

(b) ensure that at the time Post Office Limited’s contractors attend the Branch Premises and thereafter the Branch Premises are safe, compliant with all applicable laws and regulations (in particular in respect of the power supply and all electrical wiring) and free from hazardous materials;

(c) shall not, and shall use reasonable endeavours to ensure that its contractors or suppliers shall not, cause any delay to Post Office Limited or its contractors; and

(d) notify Post Office Limited of the completion of each element of the Project as soon as possible after such element has been completed.

4.4. If the Applicant, its contractors or suppliers fail to comply with the requirements of clauses 4.2 or 4.3 of these Terms and Conditions and Post Office Limited incurs additional costs as a result, the Applicant shall reimburse Post Office Limited on demand for those additional costs.

4.5.  Post Office Limited may, in its sole discretion and for 4 (four) months after the notice of completion of the Project has been received by Post Office Limited in accordance with clause 4.2 (g),give the Applicant notice that it wishes to attend the Branch Premises to determine whether the Project has been properly completed. Upon receipt of such notice the Applicant shall allow Post Office Limited, its employers, contractors or agents access to the Branch Premises during usual opening hours of the Branch for the above purpose.

5. Use of the Grant

5.1. The Grant shall only be used to pay for the Project exactly as described in the Offer Letter (save and to the extent that Post Office Limited may give its prior written consent to any changes).

5.2. The Applicant shall maintain and operate effective monitoring and financial management systems for the carrying out of the Postmaster Arranged Works and the supply and installation of the Postmaster Arranged Equipment in order to control expenditure and ensure that all costs can be clearly identified.

6. Reimbursement for Postmaster Arranged Works and Postmaster Arranged Equipment

6.1. In the absence of any statement otherwise in the Offer Letter, provided that the Applicant has otherwise complied with the Terms and Conditions and the Offer Letter, the process for reimbursement of sums incurred by the Applicant in respect of the Postmaster Arranged Works and the Postmaster Arranged Equipment shall be as set out below:

(a) If Post Office Limited notifies the Applicant that it is satisfied with the results of any inspection carried out or any evidence provided pursuant to clauses 4.2(h) and 4.5 of these Terms and Conditions, or if Post Office Limited does not require any action to be taken pursuant to clauses 4.2(h) and 4.5 the Applicant shall, on request, provide to Post Office Limited the original receipted invoices for the Postmaster Arranged Works and the Postmaster Arranged Equipment which shall include a detailed breakdown of the cost of the various components of the Postmaster Arranged Works and the Postmaster Arranged Equipment;

(b) The Applicant must provide the original receipted invoices within 4 (four) weeks of the date of request from Post Office Limited. No retrospective claims will be considered or paid by Post Office Limited after this 4 (four) week period;

(c) Post Office Limited may contact the contractor/supplier(s) of the Postmaster Arranged Works or Postmaster Arranged Equipment in order to verify the receipted invoice(s);

(d) Subject to Post Office Limited’s satisfaction with the invoices provided pursuant to clause 6.1(b) of these Terms and Conditions and compliance with these Terms and Conditions and the Offer Letter reimbursement  will be made by BACs transfer to the bank account into which the Applicant’s Post Office remuneration or fees (as applicable) are paid by Post Office Limited and shall be made, where reasonably practicable, within 10 (ten) working days (and in any event within 21 (twenty one) working days) of the receipt by Post Office Limited of the original receipted invoices pursuant to clause 6.1(b).

6.2. Post Office Limited shall not be obliged to pay any sums in respect of the Postmaster Arranged Works and the Postmaster Arranged Equipment (or any element thereof) in excess of the amount set out in the Offer Letter or in excess of the total costs of the Postmaster Arranged Works and the Postmaster Arranged Equipment (or any element thereof) (whichever is the lower). If the costs of the Postmaster Arranged Works and the Postmaster Arranged Equipment exceed the amount stated in the Offer Letter then payment of the balance shall be the Applicant’s responsibility.

6.3 Post Office Limited will not be responsible for the costs of any items of works or equipment which do not form part of the Project and the Applicant will be responsible for any such costs.

6.4. In no circumstances will Post Office Limited pay any contractors or suppliers directly for the Postmaster Arranged Works or Postmaster Arranged Equipment. The Applicant must enter into contracts with contractors or suppliers on its own account. The Applicant shall not make any representations or hold itself out as entering into any contracts with contractors or suppliers on behalf of Post Office Limited.

7. Repayment and Withdrawal of the Grant

7.1. Post Office Limited may (as appropriate and at its sole discretion) withdraw the offer of the Grant, withhold payment of the Grant, demand the immediate repayment by the Applicant of monies already paid to the Applicant for the Postmaster Arranged Works or Postmaster Arranged Equipment and/or require the Applicant to pay Post Office Limited on demand the costs Post Office Limited has incurred in respect of the Post Office Arranged Works and Post Office Arranged Equipment, in the event that:

(a) Post Office Limited becomes aware at any time that the application for the Grant was made fraudulently;

(b) Post Office Limited discovers that any of the information provided to Post Office Limited in relation to the subject matter of these Terms and Conditions including, but not limited to, that set out in or enclosed with the Application Form is inaccurate or incomplete;

(c) there has been any breach by the Applicant of any of these Terms and Conditions or any terms and conditions set out in the Offer Letter;

(d) following an inspection of the Branch Premises in accordance with clause 4.5, Post Office Limited determines that the Project has not been properly completed;

(e) there has been a breach by the Applicant of the terms of its contract with Post Office Limited;

(f) the Applicant gives notice to Post Office Limited of their intent to terminate their contract with Post Office Limited (or in the case of a Postmaster operating their Branch under a Company Franchise Operated Contract or an Individual Franchise Post Office Contract with a fixed term fails to exercise their rights of renewal in accordance with the terms of such contract with the effect that such contract will terminate automatically at the end of the fixed term);

(g) the Applicant owes any overdue sums to Post Office Limited (or any other member of Post Office Group);

h) the Applicant becomes insolvent, or is declared bankrupt, or is placed into receivership, administration or liquidation, or a petition has been presented for its winding up, or enters into any arrangement or composition for the benefit of its creditors, or is unable to pays its debts as they fall due;

(i) the Applicant commits any offence under the Bribery Act 2010 or otherwise fails to comply with all applicable laws, statutes and regulations relating to anti-bribery and anti-corruption;

(j) the Applicant obtains duplicate funding from a third party for the Project (for the avoidance of doubt this clause does not prevent the Applicant from applying for or obtaining funding from a third party for works associated with the Project or for any element of the Project that Post Office Limited is not funding, provided that the Applicant complies with clause 3.4 of these Terms and Conditions);

(k) circumstances arise or events occur which, in Post Office Limited’s reasonable opinion, will affect the Applicant’s ability to continue with or complete the Postmaster Arranged Works or obtain and install the Postmaster Arranged Equipment within the time period referred to in clause 4.2(f) of these Terms and Conditions or otherwise to Post Office Limited’s satisfaction; or

(l) the Branch does not operate as a sub Post Office, a Main Post Office Branch or a Local Post Office Branch (as applicable) at all times during the period commencing on the date of the Application Form and ending on the date that the Project is completed in accordance with clause 6.1(a) of these Terms and Conditions.

7.2. Without prejudice to the rights of Post Office Limited to withdraw the offer of the Grant or withhold payment of the Grant, Post Office Limited will not seek repayment of monies already paid to the Applicant for the Postmaster Arranged Works or Postmaster Arranged Equipment or require the Applicant to pay Post Office Limited the costs Post Office Limited has incurred in respect of the Post Office Arranged Works and Post Office Arranged Equipment if the circumstances set out in clause 7.1(f) of these Terms and Conditions arise after the Project has been completed in accordance with clause 6.1(a) of these Terms and Conditions.

7.3. Wherever under these Terms and Conditions any sum of money is recoverable from or payable by the Applicant then Post Office Limited may deduct such monies due to Post Office Limited from any amount due to the Applicant under the Applicant’s contract with Post Office Limited, including from the Applicant’s fees or remuneration (as applicable).

8. Equipment

8.1   Post Office will loan to the Applicant the Post Office Arranged Equipment whilst the Branch is operating as a sub Post Office, a Main Post Office Branch or a Local Post Office Branch (as applicable).

8.2    The Applicant will return or deliver up each item of Post Office Arranged Equipment to Post Office Limited when the Branch ceases to operate as a sub Post Office, a Main Post Office Branch or a Local Post Office Branch (as applicable) .

8.3   The Post Office Arranged Equipment shall at all times remain owned or controlled by Post Office Limited.  The Applicant shall safeguard all Post Office Arranged Equipment and keep it in good condition.

8.4 The Applicant shall:

(a) use the Post Office Arranged Equipment exclusively for the operation of the Branch;(b) not move any item of Post Office Arranged Equipment (other than items which are intended to be moved as part of their day to day use or for the purposes of maintenance and repair) without the prior written permission of Post Office Limited. The Applicant shall be responsible for the cost of moving any Post Office Arranged Equipment where such move is at the Applicant’s request or is necessary to comply with legislation or regulatory requirements;

8.5   The Applicant grants to Post Office Limited, its agents and employees an irrevocable licence at any time during the opening hours of the Branch Premises whilst the Branch is operating as a sub Post Office, a Main Post Office Branch or a Local Post Office Branch (as applicable) to enter any premises or vehicle where the Post Office Arranged Equipment is kept for the purpose of inspecting or recovering it.

9. Limitation of Liability

9.1. Post Office Limited’s liability under this Agreement is limited to the amount of the Grant. Without prejudice to the foregoing, Post Office Limited shall have no liability to the Applicant for:

(a) any indirect or consequential loss; or

(b) any interest payments or any loss of profits, loss of income or loss of business (regardless of whether such losses are direct, indirect or consequential);

arising from any failure or delay of Post Office Limited in making payments of the whole or any part of any Grant, whether such failure or delay is due to Post Office Limited’s negligence, breach of contract or otherwise.

9.2. Post Office Limited’s decision to offer the Grant to the Applicant is in no way an endorsement of or representation of any kind in relation to the Project to be carried out and Post Office Limited has no liability to the Applicant or to any third party for any consequences, whether direct or indirect that may come about from the Applicant running the Project, the use of the Grant or from the withdrawal of the Grant.

10. Miscellaneous

10.1. The Applicant agrees to provide Post Office Limited with any information relating to the Applicant’s ancillary business so as to inform the measurement by Post Office Limited of the effectiveness, or otherwise, of the Project.

10.2. The Applicant acknowledges that Post Office Limited may disclose information about the Applicant and its business to third parties when considering its application for a Grant, including but not limited to, the National Federation of Subpostmasters.

10.3. Post Office Limited may vary these Terms and Conditions and/or the Offer Letter at any time up to one month prior to the date of payment of the Grant upon giving the Applicant not less than one month’s prior written notice.

10.4. The failure or delay by Post Office Limited in enforcing or exercising any provision or right under these Terms and Conditions or the Offer Letter, or the partial enforcement or exercise thereof, shall not constitute a waiver of any such provision or right and shall in no way affect Post Office Limited’s right to enforce it in the future.

10.5. Any notice under or in connection with these Terms and Conditions or the Offer Letter shall be in writing and shall be served by first class post or by hand on the other party at:

(a) in the case of the Applicant the address of the party set out in the Application Form and;

(b) in the case of Post Office Limited the address set out in clause 2.3;

and if sent by first class post shall be deemed served on the third working day after posting and if delivered by hand, on the day on which it was delivered.

10.6. The parties agree that nothing in these Terms and Conditions or the Offer Letter shall confer on any third party any benefit, nor the right to enforce any provisions of these Terms and Conditions.

10.7. These Terms and Conditions and the Offer Letter shall be governed and construed in accordance with the laws of England and the parties hereby submit to the exclusive jurisdiction of the English Courts.