1. Interpretation

1. The definitions in this clause apply to these Terms:

Force Majeure Event: shall have the meaning given in clause 9.

Order: your order for the Services as set out overleaf.

Services: the services that we are providing to you as set out in the Order.

Terms: the terms and conditions set out in this document.

2. Basis of Sale

1. We consider these Terms and the Order to set out the whole agreement between you and us for the supply of the Services. If you think that there is a mistake, please make sure that you ask us to confirm any changes in writing, as we only accept responsibility for statements and representations made in writing by our authorised employees and agents.

2. Please ensure that you read and understand these Terms before you sign the Order. Your signing of this Order is acceptance of these Terms and Conditions.

3. You may amend or cancel an Order by providing us with written notice. If you amend or cancel an Order, your liability to us shall be limited to payment to us of all costs we reasonably incur in fulfilling the Order until we receive your amendment or cancellation.

4. We have the right to revise and amend these Terms from time to time.

5. All contracts for the provision of goods and services will be between the supplier and you. We are not a party to these contracts, as such all liability rests with you to comply with the terms and conditions of the supplier’s contract.

6. You must provide us, in sufficient time, with any information and instructions relating to the Services that is or are necessary to enable us to provide the Services in accordance with these Terms.

7. If you do not, or you provide us with incomplete, incorrect or inaccurate information or instructions, we may cancel the Order by giving you written notice, or we may make an additional charge of a reasonable sum to cover any extra work that is required.

3. Provision of services

1. The Services will be supplied until otherwise terminated in accordance with these Terms or the ending of the Event.

4. service issues

1. In the unlikely event that the Services do not conform with these Terms, please let us know in writing as soon as possible after we have carried them out and we will use our best endeavours to resolve any issues.

5. Intellectual property rights

1. The copyright, design right and all other intellectual property rights in any materials and other documents or items that we prepare or produce for you in connection with the Services will belong to us absolutely.

6. Price and payment

1. If you do not make any payment due to us by the due date for payment we may charge interest to you on the overdue amount at the rate of 4% a year above the base lending rate of HSBC from time to time. This interest shall accrue on a daily basis from the due date until the date of actual, whether before or after judgment. You must pay us interest together with the overdue amount.

2. Without limiting any other remedies or rights that we may have, if you do not pay us on time, we may cancel or suspend our performance of the Services or any other outstanding Order until you have paid the outstanding amounts.

7. Limitation of liability

1. If either of us fails to comply with these Terms, neither of us shall be responsible for any losses that the other suffers as a result, except for those losses which we or you could reasonably foresee would result from the failure to comply with these Terms.

8. Events outside our control

1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under these Terms that is caused by events outside our reasonable control (Force Majeure Event).

2. A Force Majeure Event includes any act, event, non-occurrence, omission or accident beyond our reasonable control and includes, in particular (without limitation), the following:

1. strikes, lock-outs or other industrial action; or

2. civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war; or

3. fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster; or

4. impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport; or

5. impossibility of the use of public or private telecommunications networks.

3. Our obligations under these Terms are suspended for the period that the Force Majeure Event continues, and we will extend the time to perform these obligations for the duration of that period. We will take reasonable steps to bring the Force Majeure Event to a close or to find a solution by which our obligations under these Terms can be performed despite the Force Majeure Event.

9. Assignment

You may not transfer any of your rights or obligations under these Terms to another person without our prior written consent, which we will not withhold unreasonably. We can transfer all or any of our rights and obligations under these Terms to another organisation, but this will not affect your rights under these Terms.

10. General

1. If any court or competent authority decides that any of the provisions of these Terms are invalid, unlawful or unenforceable to any extent, the term will, to that extent only, be severed from the remaining terms, which will continue to be valid to the fullest extent permitted by law.

2. A person who is not party to these Terms shall not have any rights under or in connection with them under the Contracts (Rights of Third Parties) Act 1999.

3. These Terms shall be governed by English law and you and we both agree to the non-exclusive jurisdiction of the English courts.