TERMS AND CONDITIONS OF BUSINESS

INTRODUCTION

The following conditions comprise the terms of business of a:live communication company limited, 2 The Mews, St Peters St, Bedford MK40 2NN. All work undertaken by the Company shall be on these terms to the exclusion of any others unless specifically varied in writing and signed for and on behalf of the Client and by a director for and on behalf of the Company. In accepting the Agreement and engaging the Company these Conditions shall be deemed to have been accepted by the Client on its own behalf and for and on behalf of each and every Guest.

1. DEFINITIONS

   1.1 "the Client" the individual business or body corporate for whom the Agreement is prepared and the Services are provided "the company/ management" by a:live communication company limited whose Registered Office is at Cowley Holmes, 9 Goldington Road, Bedford MK40 3JY including where applicable its employees, suppliers, agents or subcontractors acting on behalf of the Company.

   "the Conditions" the provisions set out below which shall be incorporated into the Agreement
   "the Guests" the invitees of the Client (including paying invitees) to take part in the Event
   "the Price/Cost" the fee due to the Company from the Client in payment for the Supply of Services and Artistes
   "the Services" the supply of production equipment and any work to be undertaken by the Company to organise the Event in accordance with the Agreement
   "the Artiste" the booking by the Company of a third party individual/s to provide 'act as known' as detailed in the Agreement
   "the Event" the live event i.e. conference, roadshow, gala dinner for which the Agreement refers to
   "the Agreement" the written document detailing the Services and the Price for the Event
   "the Venue" the place where the Event is carried out
   

2. THE PRICE

   2.1 Unless overwritten by the agreement, immediately upon confirmation of the programme contained in the Agreement 50% of the Price as set out in the Agreement shall be paid to secure the Services and/or Artiste

   2.2 Within 30 days of completion of the Event the outstanding balance of the Price and any additional charges incurred by the Company and as agreed with the Client

3. CLIENT'S OBLIGATIONS

   3.1 The Company maintains a policy of insurance in respect of the Event providing cover for foreseeable risks arising out of the Event, one exception being Hazardous Activities which include, but are not limited to, potholing, rock climbing, abseiling, canoeing, water skiing, hang gliding, mountaineering (involving ropes and/or tackle), go-karting, caving, quad and/or tri biking, aqualung or scuba-diving, motor racing, bungee jumping, parachuting or any other propelled vehicle risk, and in respect of Hazardous Activities it is the Client's obligation to maintain an appropriate policy of insurance to cover all foreseeable risks arising out of those activities. Clients are advised to take out their own liability/indemnity insurance.

4. CANCELLATION BY THE CLIENT

   4.1 The Event may be cancelled by the Client but cancellation will only be effective from the date that written notice of cancellation is received by the Company. If the Client cancels the Event the Client will at all times be liable to pay the Company all expenses and charges incurred by the Company to the date of cancellation in respect of the Event and a Cancellation Fee. The Cancellation Fee will be payable by the Client as set out below and has been calculated to represent a reasonable assessment by the Company of the loss it will suffer as a result of the cancellation:-

   Number of days before the Event within which written notification is received by the Company (excluding the date of the Event).
   Amount of Cancellation Fee expressed as a percentage of the Price.
   More than 90 days
   31 to 89 days
   30 to 10 days
   Less than 10 days
   20%
   50%
   75%
   100%
   

   4.2 In respect of cancellation charges being incurred as a result of a cancellation of an Artiste or Third party supplier, the Company will use their best endeavours to re-book the Artiste / Supplier and negate any such charges.

5. CANCELLATION BY THE COMPANY

   5.1 The Company reserves the right to cancel the Event if:-

   5.1.1 any payment under Clause 2 above has not been received by the Company on the due date

   5.1.2 due to circumstances beyond the control of the Company including but not limited to war, riot, industrial dispute, or fire: and in such circumstances the Company shall have no liability to make any payments to the Client or refund any part of the Price

   5.1.3 the Client has failed to take out a policy of insurance as required in Clause 3.1 above or refuses to supply the Company with a copy or the Company is of the opinion that the cover under the policy is inadequate.

6. POWER REQUIREMENTS/SUPPLY

   6.1 If the Company is to supply generator facilities then it cannot be held responsible for any failings beyond its reasonable control.

   6.2 Unless written into the Agreement, the Company will not be held responsible for any Venue charges for the use of power necessary to facilitate the Event

7. LIABILITY OF THE CLIENT FOR THEFT, LOSS OR DAMAGE

   7.1 The Client agrees that in the event of theft, loss or damage being caused to any facilities, (including buildings and fixtures and fittings) vehicles or equipment of whatsoever nature supplied by the Company for the purpose of the Event, the Client will be liable for the facilities and each and every vehicle or piece of equipment so stolen, lost or damaged.

8. LIABILITY OF THE COMPANY FOR DAMAGE

   8.1 The Company agrees to exercise all reasonable skill and care in the provision of the Services in accordance with the terms of the Proposal in organising the Event.

   8.2 The Company has no liability to the Client or any Guest (other than liability for death or personal injury of a Guest resulting from the Company's negligence) for any loss or damage of any nature, how so ever caused, arising out of or in connection with attendance of the Event to the Client or Guest, or the property of the Client or Guest, unless covered by the public liability insurance carried by the Company at the date of the Event., a copy of which is available on request.

   8.3 The Company has no liability to the Client or any third party (other than liability for death or personal injury) for any loss or damage of any nature how so ever caused, arising out of or in connection with the manufacture or supply of goods.

   8.4 Personal Accident Insurance covering the Event is not included in the Price.

9. RISK AND TITLE TO GOODS

   9.1 The Client shall both during this Agreement and after its termination (howsoever arising) keep confidential and not (except as authorised or required for the purposes of this Agreement) use or disclose or attempt to use or disclose any of the Company's proposals in respect of the Event to any competitor of the Company nor any information about the Company's business practices which it has obtained by virtue of this Agreement.

10. OWNERSHIP

    10.1 Unless written into the Agreement, the supply of Services are on a hire basis only for the duration of the Event and owned wholly by the Company

11. LAW AND JURISDICTION

    11.1 The construction, validity and performance of this Agreement shall be governed by the laws of England and Wales and the parties hereto submit to the non-exclusive jurisdiction of the English Courts.