TERMS & CONDITIONS
1 INTEPRETATION
In these terms and conditions:
Contract: the Contract between the Customer and the Supplier in accordance with clause 2;
Client: the person, firm or company who purchases Services from the Supplier;
Event: the function, event or occasion in respect of which the Services are provided;
Event Budget: the overall cost of the Event including without limitation the Supplier’s management fee for the Services and all third party costs, caterers, venue hire costs and artists costs;
Intellectual Property Rights: all patents, copyright and related rights, trademarks, service marks, trade, business and domain names, rights in designs, sketches, plans, photographs, drawings, layouts, menus and rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, whether registered or unregistered and all similar rights or forms of protection in any part of the world;
Proposal: the Supplier’s proposal containing details of the Services and the Event Budget;
Management Fees: the Supplier’s list of Charges for the provision of event design and management services;
Services: the event management services to be provided by the Supplier to the Client under the Contract and as more specifically set out in the Proposal;
Supplier: Lucy Attwood Events Limited with the registered office at 26 Berens Road, London NW10 5DT and registered company number 05914836
1.1 A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
1.2 Words in the singular shall include the plural and vice versa.
2 APPLICATION
2.1 The Client’s acceptance of the Supplier’s Proposal constitutes an offer by the Client to purchase the Services which shall be deemed to be accepted only upon the Supplier’s confirmation of the Proposal in writing, by e-mail or fax (“the Contract”).
2.2 These terms and conditions alone shall govern the Contract and shall prevail over any inconsistent terms or conditions of the Client.
3 DURATION
The Services shall be provided by the Supplier to the Client from the date of acceptance by the Supplier of the Proposal and shall continue until the Event is concluded.
4 PROPOSAL
4.1 The Supplier shall provide the Client with a Proposal and once agreed it shall become subject to these terms and conditions.
4.2 If the Client withdraws instructions prior to the acceptance of the Proposal the Supplier reserves the right to charge for the preparation of the Proposal on a time and materials basis in accordance with its agreed management rate/fees.
4.3 Once the Proposal has been agreed, no amendment shall be made to it except in accordance with clause 6.
5 CLIENTS’ OBLIGATIONS
The Client shall:
a) co-operate with the Supplier in all matters relating to the Services;
b) provide, in a timely manner, such material and information as the Supplier may request;
c) be responsible (at its own cost) for maintaining adequate insurance against cancellation or postponement of the Event or any venue change or artist or other third party cancellation for whatever reason.
6 CHANGE TO SERVICES & DELIVERABLES
6.1 The Supplier shall try to accommodate any requested change to the Services by the Client subject to payment of any increases in the Event Budget resultant upon such change. The Supplier does not guarantee and is not obliged to carry out any such requested change.
6.2 All instructions from the Client including any changes to the Services must be confirmed in writing and the Supplier accepts no responsibility for any misunderstanding arising for orders or instructions received verbally.
6.3 The Supplier reserves the right at its discretion to alter or change the Services (including amendments to times, dates, venue, suppliers etc) should it be found necessary to do so and shall have no liability to the Client for such alterations or changes except to refund the Client for any monies no longer due to any third party subject to that third parties terms and conditions.
7 EVENT BUDGET
7.1 The Event Budget shall be as set out in the Proposal and shall be exclusive of VAT unless otherwise agreed.
7.2 The Event Budget may be subject to change if any additional Services are required by the Client or due to any increase or decrease in costs of materials, labour, transport, venues, overheads or other items, which the Supplier requires to carry out the Services.
7.3 The Supplier shall notify the Client of any increase or decrease in the Event Budget as soon as practicable after the Supplier is aware of the same and shall issue revised Proposals detailing such changes.
7.4 The Client acknowledges that their obligation to pay the Event Budget is not subject to the Supplier issuing revised Proposals, rather the Client acknowledges that the Event Budget as provided in the initial Proposal is only an estimate and the Client is fully liable for the actual total costs of the Event and the final Event Budget.
8 PAYMENT
8.1 The Event Budget shall be payable by the Client as follows:-
a) ten percent (10%) of the Event Budget as a non-refundable deposit to be paid upon or prior to the acceptance of the Proposal (if the Event is more than six (6) months away);
b) fifty percent (50%) of the Event Budget as a deposit (ten percent (10%) of which shall be non-refundable) (if the Event is less than six (6) months away);
c) ninety percent (90%) of the Event Budget two (2) months prior to the Event;
d) any outstanding balance within 28 days of completion of the Event. The outstanding balance shall be the total of the Event Budget remaining to be paid which the Client acknowledges may be less or more than that set out in the initial Proposal.
8.2 Unless otherwise stated payment shall be due fourteen (14) days after date of the Supplier’s invoice.
8.3 Time for payment of the Event Budget shall be of the essence.
8.4 Where the Client fails to pay any invoices on the due date the Supplier has the right to carry out any or all of the following:-
a) treat the Contract as terminated and recover the Cancellation Charges in accordance with clause 10;
b) charge the Client interest upon all unpaid amounts at the rate of 4% per annum above the base lending rate of Barclays Bank Plc from time to time accruing on a daily basis from the due date of payment until payment is received in full whether before or after judgement;
c) suspend provision of the Services until any outstanding payment is received.
8.5 No payment shall be deemed to be made until the total of any amount then due is received by the Supplier in cleared funds.
9 EXPENSES
9.1 The Supplier shall be entitled to be fully reimbursed for all expenses including without limitation accommodation, transport, taxis, food and drink expenses which shall be charged at cost. The Client shall be entitled to see any receipts for the same upon written request within 30 days of the same being incurred.
9.2 Expenses shall be invoiced by the Supplier along with the Event Budget and due for payment within 30 days of the invoice date.
10 CANCELLATION
10.1 The Client shall notify the Supplier in writing in the event it wishes to cancel the Services.
10.2 Upon receipt of a cancellation notice the Supplier shall be entitled to charge the Client the following cancellation charges (“Cancellation Charges”) (which the Client hereby agrees are reasonable):-
a) for Services cancelled more than six (6) months prior to the event, ten percent (10%) of the Event Budget;
b) for Services cancelled between three (3) and six (6) months prior to the event, twenty percent (20%) of the Event Budget;
c) for Services cancelled two (2) months prior to the Event fifty percent (50%) of the Event Budget;
d) for Services cancelled one (1) month prior to the Event ninety percent (90%) of the Event Budget;
e) for Services cancelled fourteen (14) days or less prior to the Event one hundred percent (100%) of the Event Budget.
10.3 Payment of any Cancellation Charges is due within seven (7) days of any invoice issued in respect thereof.
10.4 The above Cancellation Charges shall be payable by the Client should the contract be terminated in accordance with clause 17.
10.5 Where the Client wishes to cancel any third parties the Client will indemnify the Supplier in respect of any unpaid fees, costs or charges due to such third party including any cancellation charges of such third party howsoever arising by reason of such cancellation.
11 INTELLECTUAL PROPERTY RIGHTS
11.1 As between the Client and the Supplier, all Intellectual Property Rights in relation to the Services and the Event shall be owned by the Supplier unless otherwise agreed in writing.
11.2 The Supplier licenses all such rights to the Client free of charge and on a non-exclusive, basis to such extent as is necessary for the Event which such licence will automatically terminate upon the earlier of the termination of this Contract or the conclusion of the Event.
12 CONFIDENTIALITY AND SUPPLIER’S PROPERTY
12.1 The Client shall keep in strict confidence all technical or commercial know-how and specifications and all details of the Supplier's business or its products which the Client may obtain which are of a confidential nature.
12.2 All materials, equipment and tools, drawings, specifications and data supplied by the Supplier to the Client shall, at all times, be and remain as between the Supplier and the Client the exclusive property of the Supplier.
13 LIMITATION OF LIABILITY
This clause 13 sets out the entire financial liability of the Supplier (including any liability for the acts or omissions of its employees, agents and sub-contractors).
13.1 All warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the Contract.
13.2 Nothing in these Conditions limits or excludes the liability of the Supplier for death or personal injury resulting from negligence, or fraudulent misrepresentation.
13.3 Subject to clause 13.2 the Supplier shall not be liable for any special, indirect, consequential or pure economic loss or damage (whether for loss of profits; loss of business; or depletion of goodwill or otherwise) costs expenses or other claims for consequential compensation whatsoever howsoever caused which arise out of or in connection with the Contract.
13.4 The Supplier's total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with the performance or contemplated performance of the Contract shall be limited to the Event Budget.
13.5 The Supplier shall not be liable for the property and personal effects of the Client and his guests and shall not be liable for the non-appearance of any artist or performer, caterers, player or other participant at the Event.
13.6 If the Supplier's performance of its obligations under the Contract is prevented or delayed by any act or omission of the Client or by any third party, the Supplier shall not be liable for any costs, charges or losses sustained or incurred by the Client arising directly or indirectly from such prevention or delay.
14 INDEMNITY
14.1 The Client shall be responsible for taking out all insurance in relation to the Event including without limitation insurance of any equipment, employee and public liability insurance.
14.2 The Supplier as far as reasonably possible does insist that all third party contractors engaged to work on the Event have the requisite insurance cover in place but in the event of a dispute over any claim the Supplier shall not be held liable and the Client shall fully indemnify the Supplier against any liability, claims, costs, damages or losses in respect thereof.
15 THIRD PARTIES
15.1 The Client acknowledges that the Supplier may contract with third parties including without limitation artists, caterers, performers and suppliers in relation to the Event.
15.2 The Supplier shall either pay such third parties directly for their fees and expenses and recover the same from the Client or where large sums are due may require the Client to pay such third party suppliers direct.
15.3 Where any third party supplier notifies the Supplier that it is unable to provide its services for the Event whether an artist, caterer or otherwise, the Supplier shall make every effort to make a suitable replacement, however the Supplier shall not be liable for such non-attendance.
15.4 In contracting with third parties the Supplier shall only act as agent on behalf of the Client and the Supplier gives no guarantees as to the suitability or otherwise of such third parties rather, the Client should make their own investigations as to the third parties engaged to assist in the provision of the Event.
15.5 The Supplier accepts no liability in connection with or arising out of the acts or omissions of any third parties engaged in the provision of the Event save for its own employees.
15.6 The Client shall be subject to the terms and conditions of any third parties in relation to the provision of services by such third parties including without limitation any terms and conditions as to cancellation, indemnity and liability and such third parties’ terms and conditions shall take precedent over any conflicting terms and conditions herein.
16 CATERING
16.1 If agreed in the Proposal the Supplier shall provide catering services in addition to the Services to the Client (“Catering Services”).
16.2 The Supplier’s fees and the budget for providing Catering Services will be as provided in the Proposal and will be for a specific number of guests and any change in numbers will effect the same.
16.3 The Client shall notify the Supplier of final guest numbers for the Event in writing no later than seven (7) working days prior to the Event after which time any decrease in numbers will not lead to any decrease in the catering fees and budget and the Supplier can not guarantee catering for any increase in numbers after that date.
16.4 Confirmation of final menu is to be provided in writing to the Supplier seven (7) working days before the Event. If the Client fails to notify the Supplier of the final menu choice on or before that date then the Supplier reserves the right to select an appropriate menu on behalf of the Client.
16.5 For the avoidance of doubt where the Client requests that food be left on site after the Event the Supplier shall procure the same but at the Client’s sole risk and liability in respect of any risk to food poisoning, storage or otherwise.
17 TERMINATION
17.1 Without prejudice to any other rights or remedies which the Supplier may have, the Supplier may terminate the Contract without liability immediately on giving notice to the Client if (i) being a company, the Client becomes subject to an administrative order or goes into liquidation (otherwise than for the purpose of amalgamation or reconstruction) or, (ii) being an individual, the Client is made bankrupt, or (iii) the Client makes any voluntary arrangement with its creditors (within the meaning of the Insolvency Act 1986) or, (iv) the Client is in material breach of any provision of the Contract and fails to remedy the same within fourteen (14) days of written notice thereof by the Supplier.
17.2 Termination of the Contract for any reason in clause 17.1 shall be deemed to be a cancellation by the Client and shall entitle the Supplier to be paid Cancellation Charges in accordance with clause 10
18 FORCE MAJEURE
18.1 The Supplier shall have no liability to the Client under the Contract for any matters beyond its reasonable control which results in the non-performance of the Services the alteration or cancellation of the Event including without limitation act of God, strike, civil commotion, malicious damage, compliance with any law or governmental order, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or sub-contractors.
18.2 Where the Event is cancelled or altered due to any force majeure event the Client shall be liable for any consequent alteration to the Event Budget or where the Event is cancelled for the total of the Event Budget and all expenses incurred up until the date the Event is cancelled.
19 COMPLAINTS
The Client shall notify the Supplier of any complaints in writing via email at the time or as soon as reasonably practicable and shall confirm the same in writing within 48 hours. No complaint shall be made after 48 hours after the Event.
20 WAIVER
A waiver of any right under the Contract is only effective if it is in writing and it applies only to the party to whom the waiver is addressed and the circumstances for which it is given.
21 SEVERANCE
If any provision (or part of a provision) of the Contract is found by any court or administrative body of competent jurisdiction to be invalid, unenforceable or illegal, the other provisions will remain in force
22 RIGHTS OF THIRD PARTIES
The Contract is made for the benefit of the parties to it and (where applicable) their successors and permitted assigns and is not intended to benefit, or be enforceable by, anyone else.
23 GOVERNING LAW AND JURISDICTION
The Contract and any dispute or claim arising out of or in connection with it or its subject matter shall be governed by, and construed in accordance with, the law of England and Wales and the parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction.