“Supplier’s Charges” means the charges for the supply of the Services;

“Terms” means these terms and conditions together with any Additional Terms under which the Services are to be provided.

“Third Party Suppliers” means any person, body or organisation which provides services directly to the Client at the Client’s request

“Third Party Goods” means any goods or services provided by Third Party Suppliers

1.2 Any reference in these Terms to a statute or any provision of a statute shall be construed as a reference to that statute or provision as amended, re-enacted or extended at the relevant time.

1.3 The headings in these Terms are for convenience only and shall not affect interpretation.

2. Entire Agreement.

2.1 These Terms contain the whole agreement between the parties who confirm that they have not entered into the Contract in reliance upon any representations that are not expressly incorporated in these Terms.

3. Supply of the Goods and/or Services.

3.1 The Supplier shall supply the Services to the Client in accordance with the Terms. The Terms apply to all Contracts to the exclusion of all other conditions (subject to those agreed to from time to time by the Supplier in writing).

3.2 The Supplier shall provide a list of Services offered via email or a letter prior to the Initial Consultation. The Supplier will offer a range of services from supply sourcing and day/evening event co-ordination to full event co-ordination.

3.3 The Supplier shall meet the Client to discuss the Client’s requirements (“the Initial Consultation”).

3.4 The Client shall provide the Supplier with all necessary Information relating to the Services required within sufficient time and format to allow the Supplier to supply the Services.

3.5 Strictly subject to terms set out in clause 4 below, the parties acknowledge and confirm that the Supplier shall at certain times introduce the Client to third parties in order to provide the Services.

3.6 This Contract may not be cancelled by the Client except with the agreement in writing of the Supplier on terms that the Client shall indemnify the Supplier against all costs expenses and liabilities incurred by the Supplier in relation to the Contract prior to its cancellation.

4. Third Party Suppliers.

4.1 Both parties acknowledge and confirm that one of the primary services offered by the Supplier is advising upon and introducing the Client to Third Party Suppliers to meet the Client’s specific requirements.

4.2 The Supplier will provide contact details and introductions to any Third Party Supplier and it will be the Client’s responsibility to contact the Third Party Supplier directly and decide whether to purchase such goods and services.

The Supplier may at certain times contact the Third Party Supplier on behalf of the Client. The Supplier assumes no liability whatsoever in respect of the transaction between the Client and the Third Party Supplier and the provisions of this clause 4 shall apply in full.

4.3 In the event that the Client decides to purchase Third Party Goods, the contract governing such purchase shall be between the Client and the relevant Third Party Supplier and on the standard terms and conditions (if any) of such Third Party Supplier for the purchase of such goods and services.

4.4 Payment for any Third Party Goods will be made directly to the Third Party Supplier and on the standard terms and condition (if any of such third party. The Supplier shall have no liability whatsoever in respect of payment for such goods, nor will we offer any refund or reimbursement if the goods are found to be faulty or unsatisfactory in any way.

4.5 The Client acknowledges and confirms that the Client is solely responsible for evaluating Third Party Goods and the Suppliers makes no representations or warranties as to the suitability of any goods or services purchased by you or the creditability of any Third Party Supplier.

4.6 The Client acknowledges any bookings or purchases of Third Party Goods made by the Client, or by the Supplier subject to the Client’s instructions, will be at the Client’s own risk and the Supplier will not be a party to or any way responsible for or liable to Client in respect of any transaction between the Client and Third Party Suppliers.

4.7 For the avoidance of doubt the Supplier shall have no liability whatsoever to the Client is respect of any transaction between the Client and Third Party Suppliers.

5. Charges.

5.1 Both parties acknowledge that the Supplier reserves the right to charge on a fixed rate, hourly rate, or a percentage rate depending on the type of Service required. The Supplier shall inform the Client which charge rate will be applicable.

5.2 The Supplier shall invoice the Client as soon as practicable after the Event

Date.

5.3 The Supplier may invoice the Client at any time after the Services have been supplied or at any other time as may be agreed between the parties in writing.

5.4 Subject to any special terms agreed in writing between the parties, the Client shall pay the Supplier’s Charges together with any additional sums which are agreed between the parties for the supply Services or which (at the Supplier’s sole discretion) are required as a result of the Client’s instructions or lack of instructions, the inaccuracy of any Information or any other cause attributable to the Client.

5.5 The Supplier may vary the Supplier’s Charges from time to time.

5.6 All charges quoted for the supply of Services are inclusive of VAT.

5.7 In the event that full payment is not received by the Supplier within 7 days of the Event Date, the Supplier may:-

5.9.1 charge interest at the statutory rate on overdue invoices from the Due Date on a day to day basis until full payment of the outstanding amount is received in accordance with s69 of the

County Courts Act 1984;

5.9.2 cancel the Contract or suspend the supply of the Services; or

5.9.3 appropriate any payment made by the Client to such of the outstanding invoices as the Supplier may deem fit.

6. Warranties and Liabilities.

6.1 Subject to the Terms and Conditions the Supplier warrants that:-

6.1.1 the Service provided by the Supplier will be provided by suitably qualified and experienced personnel using reasonable care and skill and, as far as reasonably possible.

6.2 The Supplier shall be under no liability under this warranty:-

6.2.1 in respect of any Third Party Goods or services supplied at any time by Third Party Suppliers; or

6.2.2 if the total Price for the Services has not been paid within seven days of the Event Date.

6.3 The Supplier shall have no liability to the Client for any loss, damage, costs, expenses or other claims arising from any Information or instructions supplied by the Client which are incomplete, incorrect, inaccurate, illegible, out of sequence or in the wrong form or arising from their late arrival or non-arrival or any other fault of the Client.

6.4 The Supplier shall not be liable to the Client or be deemed to be in breach of the Contract by reason of any delay in performing or any failure to perform any of the Supplier’s obligations in relation to the Service if the delay or failure was due to any cause beyond the Supplier’s reasonable control.

6.5 Where a valid claim is made under this Warranty the Supplier may in her absolutely discretion refund the Suppliers Charges for the Services supplied in which case the Supplier shall have no further liability to the Client .

6.6 All warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law.

7. Termination.

7.1 Subject to clause 3.6 either party may terminate the Contract at any time by giving not less than 8 weeks written notice to the other.

7.2 The Supplier may terminate the Contract at any time and without any further obligation to the Client by notice in writing if the Client is in material or persistent breach of any of these Terms or fails to remedy any breach capable of remedy within 14 days of receipt of written notice from the Supplier.

7.3 The Client agrees to indemnify the Supplier against any addition costs incurred by the Supplier which are not covered by the non refundable deposit and agrees to pay such monies to the Supplier within 7 days of termination.

8. Force Majeure.

8.1 The Supplier shall not be liable for any delay or defect due to any act of God, war, strike, lock out, industrial action, fire, flood, draught, tempest or any other event beyond the reasonable control of the Supplier.

8.2 If any obligation under the Contract cannot be performed for a continuing period of 3 months as a result of one or more of the events described in paragraph 8.1 then either party may terminate the Contract by notice in writing to the other at the end of this period.

9. Mediation.

9.1. If a dispute arises in connection with this Agreement, the parties will attempt to settle it by mediation in accordance with the Centre for Effective Dispute Resolution (CEDR) Model Mediation Procedure. Unless otherwise agreed between the parties, the mediator will be nominated by CEDR. To initiate a mediation a party must give notice in writing (“ADR notice”) to the other party to the dispute requesting a mediation. A copy of the request should be sent to the CEDR.

9.2. The mediation will start not later than 28 days after the ADR notice. The commencement of mediation shall not prevent the parties from commencing or continuing court proceedings.

10. General.

10.1 The Client may not assign any of its rights or obligations under the Contract without the prior written consent of the Supplier.

10.2 A notice to be given by either party to the other under these Terms shall be in writing addressed to that other party at its registered office or principal place of business.

10.3 No waiver by the Supplier of any breach of the Contract by the Client shall be considered as a waiver of any subsequent breach of the same or any other provisions.

10.4 If any provision of the Contract is held by a court or other competent authority or tribunal to be invalid or unenforceable in whole or in part, the validity of the other provisions of the Contract and the remainder of the provision in question shall not be affected.

10.5 In the event of any conflict between the provisions set out in these Terms and the Additional Terms, the provisions of the Additional Terms shall prevail.

10.6 This Agreement shall be governed by and construed in accordance with the laws of England and Wales and each party agrees to be subject to the jurisdiction of the courts of England and Wales.

10.7 For the purposes of the Contracts (Rights of Third Parties) Act 1999, the Contract is not intended to and does not give any person who is not a party to it any right to enforce any of its provisions