1. Your Agreement with us
When you sign the Rental Agreement Summary you accept these terms and conditions annexed to the Rental Agreement Summary and/or as displayed on the digital tablet and/or the Rental Agreement Jacket (together, the Agreement).
Please read the Agreement carefully. If there is anything you do not understand, please ask a member of staff. In the Agreement, any reference to “we”, “our” or “us” means ERAC Ireland Limited of Unit 4 Lyncon Court, IDA Business & Technology Park, Snugborough Road, Dublin 15, Republic of Ireland and any reference to “you” or “your” refers to you, the Renter on the Rental Agreement Summary. We and you are the only parties to the Agreement and you are responsible for complying with all the terms and conditions of the Agreement even though another person (such as an insurance company) may have arranged the rental, negotiated certain terms or may pay all or some of the rental bill. We assure you that our vehicle (the Vehicle) is roadworthy and suitable for renting at the start of the rental as indicated on the Rental Agreement Summary (Rental Period).
The Agreement constitutes the entire agreement between you and us concerning the rental of the Vehicle, and supersedes any prior arrangement, understanding or written or oral agreements between us in relation to such subject matter. The Agreement applies as between the parties to the exclusion of any other terms that you may seek to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
You acknowledge that the Agreement has not been entered into wholly or partly in reliance on, nor has either party been given, any warranty, statement, promise or representation by the other or on its behalf other than as expressly set out in the Agreement. All warranties, conditions, terms and representations not set out in the Agreement whether implied by statute or otherwise are excluded to the extent permitted by law.
The Agreement cannot be altered unless agreed to in writing and signed on behalf of you and us. We reserve the right to make non-material changes to the Agreement from time to time.
2. Rental Period
We agree that you may have the Vehicle until the return date on the Rental Agreement Summary. We may agree to extend this rental orally or in writing (Extended Rental Period) but the Rental Period may never be more than 3 months. We may require you to pay an additional deposit if we agree to extend the Rental Period.
Subject to the following conditions, you can choose to return the Vehicle during our standard office hours before the agreed return date on the Rental Agreement Summary and thereby terminate the Agreement early (and the Rental Period shall be reduced accordingly). If you have prepaid the rental charges to qualify for a “special offer” rate you agree no refund will be due for early termination. Otherwise, you will in such circumstances be required to pay our standard day rates (as well as any other applicable charges referred to in the Agreement) for the days or parts thereof during which you rented the Vehicle. Our standard day rates change frequently and are published on the following websites: for Enterprise www.enterprise.iewww.enterprise.co.uk; for Alamo www.alamo.iewww.alamo.co.uk; and for National www.nationalcar.ie. They may be more than the day rates you originally agreed with us. Likewise the average daily cost of other applicable charges for the reduced Rental Period may be higher. You will also lose the benefit of any “special offer” rates (for example week-end rates that are dependent on hiring the Vehicle for a minimum specified period). Therefore before choosing to return the Vehicle early in this way, you must first contact us to identify the revised charges payable. If you do not wish to pay such charges, you shall have no right to vary or terminate the Agreement as described in this paragraph unless separately agreed by us. Any change to the return date will affect the charges referred to in paragraph 6, but except as expressly stated or required by implication, early termination shall not otherwise affect your or our respective rights and obligations under the Agreement.
3. Use of the Vehicle
The Vehicle must not be used:
- by anyone other than you or any Additional Driver named on the Rental Agreement Summary
- by anyone without a full valid driving licence for the category, class or use of the Vehicle
- for hire or reward
- for any illegal, wilful or deliberate purpose causing injury, loss or damage to property or person
- for racing, pacemaking, testing the Vehicle’s reliability and speed or teaching someone to drive
- while under the influence of alcohol or drugs
- outside of the Republic of Ireland or Northern Ireland, unless we have given you written permission
- overloaded with more passengers than seatbelts or to transport children without the legally required car seats
- to propel or tow any other vehicle or a tow truck, except vehicles fitted with a trailer baller – with a maximum supplement of €100 per rental
- other than on a public motorway, road or driveway
- to transport dangerous or noxious substances
- in a reckless manner
- in or on that part of any aerodrome, airfield, airport or military installation designed for the take-off, landing, taxiing or parking of aircraft and aerial devices, including any associated service roads, fuel supply areas, ground equipment parking areas, aprons, maintenance zones and hangars, or
- in contravention with the applicable law in the territory where the Vehicle is used.
4. Your Responsibilities
- You must look after the Vehicle, the keys or any other device which unlocks, and/or enables the Vehicle to be started, and any goods in the Vehicle, whether or not they belong to you. You must always lock the Vehicle and secure all of its parts when it is left unattended.
- You must not let anyone work on the Vehicle without our permission. If we grant you such permission, we will only give you a refund if you have a receipt for the work performed.
- You must inspect the Vehicle prior to taking possession of it and accept the Vehicle as provided to you and according to the diagram on the Rental Agreement Summary.
- You must stop using the Vehicle as soon as possible and contact us as soon as you become aware of a fault with the Vehicle. In particular, you must take into account any cockpit warning lights that may appear on the dashboard of the Vehicle.
- Unless we agree with you otherwise, you must bring the Vehicle back to us by the date and time shown on the Rental Agreement Summary and in a good condition. A member of our staff must see the Vehicle to check the condition of the Vehicle. When returning the Vehicle to the rental branch during business hours, you will remain responsible for the Vehicle and its condition until it is inspected by a member of our staff within 1 hour of return. If we have agreed that you may return the Vehicle to the rental branch outside of business hours, you will remain responsible for the Vehicle and its condition until it is inspected by a member of our staff within 2 hours of the start of the next business day. If you choose to leave the Vehicle with a third party you will remain responsible for the Vehicle and its condition until it is re-inspected by a member of our staff.
- You must check that you have not left any personal belongings in the Vehicle before you bring back the Vehicle. To the extent that any personal belongings are left in the Vehicle, we accept no responsibility in respect of any loss of or damage to such belongings and you agree to hold us harmless in any such event.
- By signing the statement of liability in the Rental Agreement Summary, you acknowledge that to the extent permitted by law, you will be liable as the owner, driver or operator of the Vehicle for any offence, penalty, charge or fine that is committed, issued or incurred in respect of any, illegal parking, non-compliance with a bus lane, congestion charges, tolls or violations of the rules of the highway or traffic offence or contravention in any country where the Vehicle is driven until it is returned, unless caused through our own fault.
5. Responsibility to Third Parties
Unless the words “3RD PARTY COVER INCLUDED” appear on the Rental Agreement Summary, if valid motor third party liability insurance is available on any basis to you, Additional Driver(s) or any other driver, and such insurance satisfies the Road Traffic Acts 1961 to 2014 or any other legislation currently in force in any jurisdiction in which the Vehicle is operated during the Rental Period, that insurance is primary and our motor fleet insurance policy will not cover the use of the Vehicle by you, any Additional Driver(s) or any other driver (as the case may be). You are required to report the claim to your insurer and comply with the terms of any applicable insurance policy. You are required to disclose details of any such insurance to us or our insurer on demand. If such insurance is available to you, but does not cover the relevant third party claim, you agree that we or our insurers may handle the third party claim on your behalf through our motor fleet insurance policy, and that we will have the sole right to settle any claim as we or they may decide is necessary, and you assign any rights available to you under your insurance policy to us, which includes allowing us to make a claim under any policy in your name. You agree to fully cooperate with any claim that we or our insurer may make against your insurer in such circumstances. If the insurance available to you, Additional Driver(s) or any other driver (as the case may be) does not pay any third party the damages they are entitled to as a result of you, Additional Driver(s) or any other driver failing to comply with the terms and conditions of that policy, you will have to repay on demand all costs incurred by us or our insurers in settling and handling the claim.
However, if the words “3RD PARTY COVER INCLUDED” appear printed on the Rental Agreement Summary, or no valid third party liability insurance is available on any basis to you or any Additional Driver(s), and you and any Additional Driver(s) are in compliance with the terms and conditions of the Agreement, we agree that the use of the Vehicle by you and any Additional Driver(s) will be covered, subject to all terms, conditions, limitations, exceptions and exclusions, under our motor fleet insurance policy against claims from a third party alleging injury, death or damage to property, as required by the Road Traffic Acts 1961 to 2014, Road Traffic (Northern Ireland) Order 1981 (as supplemented and amended from time to time) or any other legislation currently in force in any jurisdiction in which you operate the Vehicle with our permission. You may request a copy of our policy from our registered office. The policy gives the insurer the sole right to settle any claim as they may decide is necessary. You agree to fully cooperate and assist us and our insurers in the investigation of any third party claim. If our insurers are required to make any payment to a third party as a result of the use of the Vehicle which involved a breach by you or any Additional Driver of any of the terms and conditions of the Agreement or of our motor fleet insurance policy, you will have to pay on demand all sums paid by our insurers in relation to the claim. This is in addition to any damages or other equitable relief which we may legally claim as a result of the breach. If you provide false information in relation to any third party claim, or if we or our insurers suspect fraud, we may notify fraud prevention agencies and databases, and you may be prosecuted.
6. Rental Prices and Other Various Fees
- For all daily rental services, the price of which is indicated by “day” on the Rental Agreement Summary:
- If the Rental Agreement Summary indicates “day = period of 24 hours”, a day is a complete or partial period of 24 consecutive hours from the start of the Rental Period.
- If the Rental Agreement Summary indicates “day = calendar day”, one day is a complete or partial calendar day from the start of the Rental Period.
- All prices are valid for a minimum of one day.
- If the Rental Agreement Summary indicates “week”, a week is a period of 7 consecutive calendar days from the start of the Rental Period.
- If the Rental Agreement Summary indicates “month”, a month is a period of 30 calendar days from the start time of the Rental Period.
- The time charges for the Rental Period and any extension thereof;
- The mileage charge for all mileage exceeding the free mileage on the Rental Agreement Summary permitted for the Rental Period; and
- Charges for any optional services or products you chose to accept, including Damage Waiver, Excess Protection/ Partial Waiver and Road Assistance Protection.
- All fines and court costs for parking, bus lane, fines and road tolls, for all highway infractions or other Vehicle-related offences assessed against the Vehicle, us, you, any Additional Driver or any other person you permitted to use the Vehicle until the Vehicle is returned, unless caused through our own fault;
- A reasonable administration fee for processing any fines or offences against the Vehicle, us you any Additional Driver or any other person you permitted to use the Vehicle until the Vehicle is returned, unless caused through our own fault;
- Our costs, including reasonable legal fees where permitted by law, incurred when collecting payments due from the courts in the event of a judgment handed down in our favour, engaged to collect the sums you owe under the Agreement;
- A reasonable collection fee costs of abandonment up to €500 if the Vehicle is not returned to the original rental branch indicated on the Rental Agreement Summary; office indicated on the Rental Agreement Summary;
- A cleaning fee up to €200 if you fail to return the Vehicle in a good condition and such charge shall be the additional cost to us reasonably incurred as a result of such failure;
- A re-fuelling service charge which will be set out on the Rental Agreement Summary if you did not return the Vehicle to us with the same level of fuel as at the start of the Rental Period (such level as indicated on the Rental Agreement Summary) unless an optional fuel product was purchased at the start of the Rental Period to waive this charge. You will not receive a refund if the Vehicle is returned with more fuel than when you received it; and
- Recovery costs incurred by us where the damage or fault of the Vehicle results from human error and is not covered by the manufacturer’s breakdown programme;
In the event of damage to the Vehicle or loss or theft of a part or accessory:
- the charges invoiced to us by the repair shop for the specific repair of the Vehicle, or replacement of the part or accessory;
- a bona fide estimate of the cost to us of the repair of the Vehicle, or replacement of the parts or accessories (as applicable) calculated by reference to our standard list of minor repairs (which has been independently verified and is available upon request) or by an estimate provided by a repair shop.
The amount invoiced to you for any repairs will be lower than the manufacturer suggested retail price but may be higher than our cost, because the invoiced amount will not reflect any rebates which we may subsequently receive from the repair shop or supplier based on our volumes of purchases and long term relationships, and may not include any economies of scale where damage caused by different customers are repaired simultaneously; or
- To the extent that any repair does not fully restore the value of the Vehicle, a reasonable sum for the diminishment of value as determined by an independent motor engineer.
- We have the sole right and responsibility to repair the Vehicle and the decision as to whether to repair the Vehicle and the timing of such repair is at our sole discretion.
- In the event that the total estimated repair cost is greater than the value of the Vehicle minus the salvage value, an estimate of the retail value of the vehicle immediately prior to the damage, as independently verified, less the salvage value.
- In the event of the theft or loss of the Vehicle, an estimate of the pre-theft or pre-loss retail value of the Vehicle as independently verified.
- In all of the above cases,
Your liability for damage to, loss or theft of, the Vehicle may in certain circumstances be reduced by the purchase of Damage Waiver, Excess Protection, Partial Waiver and/or Roadside Assistance Protection (see paragraph 7). You agree that we may hold any excess collected from you under the terms of your insurance policy or the Agreement for up to 90 days pending our confirmation to you of our loss of or damage to our Vehicle.
- You will pay any value added tax and all other taxes (if any) payable on any of the charges listed in this paragraph 6. Exceptionally, amounts claimed as indemnities (for example administrative fees for processing penalties and traffic violations) are not subject of VAT.
- You are responsible for all charges, even if you have asked someone else to be responsible for them or we have billed or collected them from a third party. You agree that we will compute and debit the final charges from your credit and/or debit card if that is the form of deposit or security being used as shown on the Rental Agreement Summary. All charges are subject to final audit. We will notify you before debiting from your credit and/or debit card charges which are finalised or come to light after the end of the Agreement.
Where the rental of the Vehicle is consequent upon your own vehicle having been involved in an accident, and the replacement Vehicle has been provided to you on a credit basis, payment of the charges due under the Agreement are deferred for a period not exceeding 11 months from the date of the Agreement. At the end of the deferment period the amount due shall become payable in one single payment. No interest or other charges shall be payable during, or in respect of, the deferment or credit period. The credit amount is for a fixed sum which is the daily charge / charges multiplied by the number of days of the Rental Period.
7. Our Protection Products
- Damage Waiver (DW): If you accept DW on the Rental Agreement Summary, we will not hold you liable for damage to and loss or theft of, including any towing, storage and impound fees reasonably incurred by us as a result of the damage to and loss or theft of, the Vehicle, except that you will still have to pay the excesses indicated on the Rental Agreement Summary every time the Vehicle is damaged or stolen or lost. If no excesses are indicated on the Rental Agreement Summary you will still be responsible for the first €3,000 every time the Vehicle is damaged or stolen or lost. Your responsibility can be reduced with the acceptance of Excess Protection (see paragraph 7.b.) and/or Roadside Assistance Protection (RAP) (see paragraphs 7.b. and 7.c.). You agree that DW does not exempt you from liability for damage caused by: the use of incorrect fuel; any breach of paragraphs 3, 4 or 9; or if you failed to take all reasonable measures to look after and secure the Vehicle or the keys or any other device which unlocks the Vehicle and/or enables the Vehicle to be started.
- Excess Protection (EXP) / Partial Waiver (PW): If you accept EXP on the Rental Agreement Summary, we will waive your responsibility for €1,500 of any loss caused by damage to, theft or loss of the Vehicle. If you accept PW on the Rental Agreement Summary, we will waive your responsibility for €700 of any loss caused by damage to, theft or loss of the Vehicle. If DW has been accepted you will remain responsible for the excesses indicated on the Rental Agreement Summary or, if no excess is indicated the first €2,500 every time the Vehicle is damaged or stolen. If you accept EXP/PW and DW has not been accepted you remain responsible for all losses above €1,500 if you have accepted EXP or €700 if you have accepted PW up to the full market value of the Vehicle every time the Vehicle is damaged or stolen or lost. You agree that EXP/PW does not exempt you from liability for damage caused by: the use of incorrect fuel; any breach of paragraphs 3, 4 or 9; or if you failed to take all reasonable measures to secure the Vehicle or the keys or any other device which unlocks the Vehicle and/or enables the Vehicle to be started.
- Roadside Assistance Protection (RAP): If you accept RAP on the Rental Agreement Summary we will waive all of your responsibility for the following: (i) tyre repair or tyre replacement costs including rims except when part of a larger repair to the Vehicle; (ii) replacement key costs; (iii) glass repair or glass replacement costs except when part of a larger repair to the Vehicle; and (iv) all recovery and call out charges imposed by our chosen roadside assistance providers as a result of any fault occurring to our Vehicle which is due to driver or renter error. RAP does not exempt you from these charges for damage caused by the use of incorrect fuel: any breach of paragraphs 3, 4 or 9; or running out of fuel more than once.
8. Damage and Theft Responsibility
If you decline Damage Waiver on the Rental Agreement Summary you must keep the Vehicle insured against damage to, loss or theft of the Vehicle up to the fair market value of the Vehicle. You must comply with the terms of your insurance policy. If the Vehicle is damaged, lost or stolen and Damage Waiver is declined or does not apply (see paragraph 7.a) you must allow us to make a claim under any policy in your name. If you also decline Excess Protection / Partial Waiver and/or Roadside Assistance Protection on the Rental Agreement Summary or if they do not apply (see paragraphs 7.b and 7.c) you agree to pay us on demand the appropriate excess as stated in your insurance policy. If the insurance you have arranged does not pay us in full for any charges outlined in paragraph 6.d. or 6.e. you are still responsible for paying us all outstanding charges on demand.
If you have paid us everything required under the Agreement and we later recover all of our losses from a third party we will refund you any surplus.
9. What to do if the Vehicle is in an Accident, Stolen or Lost
- You must report the accident, theft or loss to us as soon as possible and confirm this in writing as soon as reasonably possible.
- If you have elected to use your own insurance on the Rental Agreement Summary you must notify your insurers and confirm to us that such notice has been given as soon as reasonably possible.
- You or any driver must not (if legally possible) admit responsibility to anyone in relation to the accident.
- You and any driver should collect the names and addresses of everyone involved, including witnesses, and give them to us.
- You and any driver must promptly forward to us any notices or other documents relating to any legal proceedings arising out of the accident, theft or loss.
- You agree to cooperate with us and our insurers including requests for full and true information and to provide assistance in any matters or legal proceedings including allowing proceedings to be brought by us in your name and defending any proceedings brought against you.
- You must return the original keys or any other device which unlocks the Vehicle and/or enables the Vehicle to be started and report any theft or loss (or where appropriate, any accident) to the police or An Garda Síochána as soon as reasonably possible.
10. Data Protection Notice
- process Customer Personal Data to manage the rental and our commercial relationship administer our loyalty program, communicate with you about or assist with your rental. We process Customer Personal Data for this purpose on the basis of (i) contractual necessity (e.g. billing) or (ii) our legitimate interests in ensuring the effective delivery of the requested services, when these interests are not overridden by your – and any applicable Additional Drivers’ – data protection rights;
- store Customer Personal Data that relates to any incident arising from your dealings or an Additional Driver's dealings with us if we think that, as a result of such incident, you or an Additional Driver could be a risk for future rentals. For example, where permitted by law, we will record data about your failure to pay, theft of or damage to a Vehicle, abusive behaviour towards our staff, any relevant criminal offence committed or alleged or if you have, or an Additional Driver has, driven under the influence of drugs or alcohol. If we record any such data against your name and/or the name of an Additional Driver, and you or an Additional Driver later seek to rent another vehicle in Ireland or elsewhere, that rental may not proceed. We process Customer Personal Data for this purpose on the basis of our legitimate interests in protecting our employees, other customers, the public and our property from safety or financial risks based on past customer conduct, when these interests are not overridden by your – and any applicable Additional Drivers’ – data protection rights;
- verify personal, driving and credit information (including Customer Personal Data) provided by you and any Additional Driver through credit agencies, fraud prevention agencies/databases or other sources. We process Customer Personal Data for this purpose on the basis of our legitimate interests in preventing fraud, when these interests are not overridden by your – and any applicable Additional Drivers’ – data protection rights;
- process Customer Personal Data in order to carry out phone customer satisfaction surveys. We process Customer Personal Data for this purpose on the basis of our legitimate interests in ensuring customer satisfaction of the services which we provide, when these interests are not overridden by your – and any applicable Additional Drivers’ – data protection rights;
- send you marketing communications (by post or electronic communications) about similar products or services which we think may be of interest to you. This can include the provision of targeted advertising on our sites, selected partner sites and social networks. We process Customer Personal Data for this purpose on the basis of our legitimate interests in conducting such marketing, when these interests are not overridden by your – and any applicable Additional Drivers’ – data protection rights but, where required, will seek your consent to do so at the time of data collection.
- compile statistics and analysis about your – and any applicable Additional Drivers’ – use of our products and services, including statistics based on anonymised data which statistics enable us to provide you and other customers in the future with better customer service, products, features and functionalities;
- provide details of any accidents in which you or any Additional Driver of the Vehicle are involved (including Customer Personal Data) to relevant insurance databases. We process Customer Personal Data for this purpose where necessary for the establishment, exercise or defence of legal claims;
- provide Customer Personal Data to government agencies who oversee road scheme programmes for the purpose of assisting in the enforcement of any traffic regulation during the Rental Period. We process Customer Personal Data for this purpose where necessary to ensure our compliance with applicable legal obligations; and
- provide Customer Personal Data to the relevant motor tax office or authority, debt collectors, credit agencies and any other relevant organisation or authority on the basis of (i) contractual necessity, (ii) compliance with a legal obligation and/or (ii) our legitimate interests to recover any pending debt.
11. Ending the Agreement
- You may return the Vehicle and terminate the Agreement at any time during the Rental Period in accordance with the terms of paragraph 2.
- We may end the Agreement immediately if you commit a material breach of the Agreement. A material breach by you includes any failure to comply with paragraphs 3, 4 or 6.
- Upon termination of the Agreement, if you fail to return the Vehicle to us, we may repossess it, and you shall be liable for any reasonable costs involved in repossessing it.
- Termination of the Agreement does not affect any rights or remedies provided by law which exist at the date of termination. Any parts of the Agreement which by implication continue after such termination shall not be affected. If you operate the Vehicle after your right to do so is terminated, you agree that we have the right to notify An Garda Síochána or the police that the Vehicle has been stolen. You hereby release and discharge us from any liability arising from such notice.
12. Limitation of Liability
- Nothing in the Agreement excludes or limits either party’s liability for:
- Death or personal injury caused by that party’s negligence;
- Fraud or fraudulent misrepresentation; or
- Any liability which cannot be legally excluded or limited.
- Upon demand from us, you agree to defend, indemnify, and hold us harmless from all losses, liabilities, damages, injuries, claims and demands (to include reasonable costs and expenses arising therefrom) incurred by us in any manner (save where caused by us) from this rental transaction or from the use, or operation of the Vehicle by any party, including claims of, or liabilities to third parties, and agree to present a claim to your insurance carrier for all such expenses. If you have no insurance to cover such events or losses, you agree to pay us for such losses.
14. Feedback, Comments and Complaints
- A full copy of our complaints procedure is available to you upon request from any of our rental branches and from our registered office at the address stated in paragraph 1.
- Written notice from us is validly given when sent by us to the address you have provided to us on the Rental Agreement Summary. Written notice from you is validly given when we receive it at the address specified in paragraph 1.
- In the event of a conflict between the provisions of the Rental Agreement Summary and these terms and conditions, these terms and conditions shall take precedence.
- If at any time any part of the Agreement is held to be or becomes void or otherwise unenforceable for any reason under any applicable law, the same shall be deemed omitted from the Agreement and the validity and/or enforceability of the remaining provisions of the Agreement shall not in any way be affected or impaired as a result of that omission.
- The rights and remedies of either party in respect of the Agreement shall not be diminished, waived or extinguished by the granting of any indulgence, forbearance or extension of time granted by that party to the other nor by any failure of, or delay in ascertaining or exercising any such rights or remedies. Any waiver of any breach of the Agreement shall be in writing. The waiver by either party of any breach of the Agreement shall not prevent the subsequent enforcement of that provision and shall not be deemed to be a waiver of any subsequent breach of that or any other provision.
19. Alternative Dispute Resolution
- Alternative dispute resolution is a process where an independent body considers the facts of a dispute and seeks to resolve it, without you having to go to court. If you are not happy with how we have handled any complaint, you may want to contact an alternative dispute resolution provider. We reserve the right to not participate in any alternative dispute resolution process.
- If you have entered into the Agreement online, please see http://ec.europa.eu/consumers/odr/ for information regarding the European Commission's online dispute resolution platform.
20. Governing law
- The Agreement is governed by the laws of Ireland and any dispute shall be settled in the courts of Ireland. For the purposes of the agreement, Ireland or the Republic of Ireland means Ireland excluding Northern Ireland.
- A reference to a statute or statutory provision in the Agreement is a reference to it as amended, extended or re-enacted from time to time and shall include all subordinate legislation made from time to time under that statute or statutory provision. In this paragraph 20, “dispute” shall include contractual and non-contractual disputes.