Event Production Terms & Conditions
The terms and conditions set out herein relate to event production services and in connection with the hire of equipment and/or the provision of production and other services. N.B. Terms and conditions in relation to the ‘Dry Hire’ of equipment and supply on sale of goods and services are covered by separate terms conditions. Should there be any dry hire element attached to the production a separate hire agreement will be supplied
1) GENERAL
a) U2M supplies on hire (or as otherwise set out in writing) stage and television lighting, stage and special effects, public address systems, video rigging and components thereof all systems (as set out in writing whether by quotation or other format). Any goods or services supplied by U2M are hired or supplied under these Terms and Conditions of Business. U2M reserve the right to substitute or vary all or some of the items of equipment set out in such writing or quotation provided that this does not affect standards of quality and U2M shall not incur any liability to the customer if the equipment does not correspond to its description.
b) U2M reserves the right to use some or all of the venue's or customer's own existing equipment.
c)
i) U2M hires specialist crews to operate equipment supplied by U2M. It is preferable to use crews supplied by U2M because of their specialist knowledge and performance. U2M cannot accept responsibility for the standard of light, sound, video and rigging if any of the crew are not supplied by them.
ii) If any person employed at the venue or by the customer is a member of a Trade Union or similar association U2M will be entitled to observe all rules or requirements of such Trade Union or similar association in connection with the work carried out hereunder and any additional expense to which U2M is put as a result shall be payable by the customer in addition to the sums payable hereunder.
iii) The customer shall indemnify U2M against all loss costs claims damages and other sums payable by U2M due to the unsuitability of the venue or due to lack of control of audiences or the public attending the venue
iv) The customer shall make all arrangements with the performers, venue and any others concerned to ensure that rehearsals and work carried out hereunder can be made at the time and in the manner agreed between U2M and the customer.
v) U2M will specify by quotation the equipment and personnel to be supplied and the customer shall ensure that the work to be carried out hereunder does not contravene any laws, bylaws, local national European Union or international working regulations (including but not limited to Health, Safety & Welfare at Work provisions) both in United Kingdom or overseas at the venues booked by or on behalf of the customer in relation to those specific venues. The Customer will be responsible for any extra expense loss or delay resulting from compliance with such laws or provisions.
vi) The Customer appoints U2M as agent for the purposes of collecting any sum payable in respect of insurance policy effected either by or on behalf of the customer or any third party under which the customer may claim costs or damages for loss or damage to equipment belonging to U2M or personal injury sustained by an employee of U2M (or any person hired by U2M for whom U2M may be responsible) and the customer authorises U2M out of the sum received from such claim to deduct such loss or damage as U2M its employees or those persons for whom U2M is responsible may have suffered but this clause shall not restrict U2M from pursuing such claim by any other lawful manner and does not limit U2M's claim to the sum so received.
vii) U2M cannot guarantee any sight lines.
viii) If at any time in the course of U2M carrying out its obligations under an agreement U2M becomes aware of adverse or dangerous conditions or activity which may impinge on the work U2M is to undertake U2M will compile an updated Risk Assessment (written or in view of the urgency of the matter unwritten) and will raise any reasonable implications which become apparent with the customer, site supervisor or person appointed to coordinate health safety and welfare at work. If U2M is not reasonably satisfied that the response to such updated Risk Assessment is appropriate U2M shall be entitled to take such action as to address the Risk Assessment including (but not limited to) halting work until it shall be reasonably satisfied that suitable remedial action has been taken. U2M may take such action at the risk of delay, postponement or abandonment of the event in which U2M is participating. Provided such action is taken in good faith and is reasonably justified in accordance with industry best practice U2M shall be entitled to its full charges under clause 8) iii) hereof together with any additional reasonable charges directly involved in taking remedial action.
viv) Prior to the preparation of the Quotation the Customer shall inform U2M of all factors that may affect the performance and conduct of the contract. In the event that any failure of the customer to disclose any relevant factor to U2M causes any additional cost or expense or damage the customer shall be liable for such costs expenses or damage.
vv) U2M does not act as Planning Supervisor or Principal Designer or Principal Contractor (or any similar role holder under the Construction Management and Design Regulations) unless the customer requests U2M in writing to undertake this role prior to a Quotation being completed by U2M. In the event that U2M accepts such appointment U2M will be entitled to make such charges as it sees fit whether or not these are set out in the Quotation. The customer undertakes to accept any reasonable requirement made by U2M in fulfilment of such role and indemnifies U2M against all costs claims and damages relating to its proper compliance with the Construction Management and Design Regulations.
d) The price set out in any quotation relates strictly to the equipment and crew specified therein or in any equipment schedule thereto. U2M is not responsible for any additional cost made necessary by the venue or place of entertainment such as unusual layout of equipment, labour to operate venue's equipment, supply or connection of electricity or any additional staff required as a result.
e) The customer must satisfy itself that the venue and power supply is sufficient to accommodate the equipment supplied by U2M and set out in any quotation.
f) U2M disclaim any liability for the non-arrival of equipment or crew due to the itinerary not allowing sufficient time for travelling between venues, bad weather or delayed trains ferries etc. beyond the control of U2M.
g)Where not specified in the quotation loading and unloading other than at U2M’s premises shall be carried out by local or other labour supplied at the cost and by the arrangement of the customer. Where loading or unloading is to be carried out at U2M’s cost U2M will be entitled to charge additional costs in respect of any weekend working.
h) For the elimination of doubt the cost of transportation shall be the responsibility of the customer unless agreed by U2M in writing.
2) LOSS OR DAMAGE
Except in respect of death or personal injury caused by U2M’s negligence U2M shall not be liable to the customer by reason of any representation or any implied warranty condition or other term or any duty at common law or under the express terms of the contract for any consequential loss or damage (whether for the loss of profit or otherwise) costs expenses or other claims for consequential compensation of any kind (and whether caused by negligence of U2M its employees or agents or otherwise) which arise out of or in connection with the supply of the goods and services supplied hereunder or their use or resale by the customer whether is based on any defect in the quality or condition of the goods or services rendered or their failure to correspond with the specification.
3) TERMS FOR PAYMENT
a) Payment must be made in full not later than thirty days before the engagement unless at the sole discretion of U2M other arrangements are agreed in writing by U2M. VAT is not included in any quotation made by U2M. Where U2M at its discretion grants the customer credit all invoices for goods or services shall become due and payable within 30 days of the date of such invoice or as agreed in writing. Any due amount unpaid shall carry interest at the rate of 2.5% per month.
b) Where payment is not made within the period prescribed by these terms U2M shall have an equitable lien or other similar right over any goods or other property whether tangible or intangible of the customer in its possession or under its control whether such possession arose before or after the date for payment under these terms but not so as to create a Bill of Sale under the Bills of Sale Acts or any other registrable charge whatsoever and the customer shall be responsible for and indemnifies U2M in respect of any reasonable costs arising out of U2M's exercise of its lien and rights hereunder including but without prejudice to the generality of the foregoing any storage and removal charges. Where any charges of removal or storage are made by U2M these terms should apply as if they were part of the contract price. The rights and duties arising hereunder are without prejudice to rights that arise out of Common Law.
4) CARE OF EQUIPMENT
The customer shall:-
a) Take good care of the equipment when it is under the control or responsibility of the customer and only use it for the purposes for which it was supplied and not part with possession of equipment supplied to any third party without the written consent of U2M.
b) Be responsible for any loss or damage to the equipment from any cause whatsoever while the same is in the customer’s possession.
c) Not to move the equipment from its siting (unless this is incompatible with the purpose stated in writing or quotation for which the equipment was supplied) or attempt to adjust the equipment or interfere with it or any of its component parts in any way.
d) Shall ascertain from U2M the replacement value of the equipment and arrange all risks insurance with a reputable insurer whose conduct is regulated by the FCA thereon at the customer's own expense and shall supply to U2M evidence and details of such insurance cover prior to equipment leaving U2M’s premises. Any insurance cover arranged and paid for by the customer does not limit the liability of the customer to claims or costs made by U2M in respect of any loss or damage.
5) EXPENSES
a) U2M reserve the right to claim any additional expenses properly incurred during the course of the work carried out by U2M but not covered by any quotation.
b) Any price quoted by U2M is based on the prices of services and commodities (hotel prices, meal prices, petrol, oil, garage costs etc.) at the time of the quotation. Should these alter between the date of written acceptance by the customer and the commencement or during the work U2M will be entitled to charge the customer with the increase. Where work is carried out overseas and expenses are subject to fluctuation of exchange rates the additional costs will be borne by the customer.
6) CANCELLATION
If the customer cancels in writing work for which a quotation has been given by U2M and accepted by the customer (whether in writing or not):-
a) Not less than fourteen clear days before the commencement of the work U2M will be entitled to charge one half of the price quoted. In addition U2M shall be entitled to payment for all costs and expenses incurred to that date in respect of the work quoted for. Any charges payable hereunder will become due and owing immediately on receipt of such cancellation.
b) Less than seven clear days before the commencement of the work is due U2M will be entitled to charge the whole of the charges quoted unless U2M is able to mitigate its loss by taking on work of a similar nature in lieu. Any charges payable hereunder will become due and owing immediately on receipt of such cancellation.
7) CANCELLATION OR BREACH OF AGREEMENT
In the event off cancellation or breach of any agreement made under these terms after the commencement of the work any deposit or money paid hereunder shall be forfeited to U2M but without prejudice to any other rights and remedies of U2M in respect of such cancellation or breach.
8) DELAY POSTPONEMENT OR ABANDONMENT
a) In the event of delay postponement or abandonment as a result of any industrial dispute, weather, power failure or any other cause whatsoever beyond the control of U2M or the customer or in the event of outbreak of war, action by terrorist or in the event of national emergency U2M shall be relieved of its obligations under this agreement notwithstanding any rights or remedies U2M may have in respect of work done to the date of such delay, postponement or abandonment.
b) If a performance is delayed postponed or abandoned U2M shall not be liable for any consequential or exceptional loss suffered or any sums payable by the customer as a result thereof and the liability of U2M shall be limited as follows:
i) If such delay or postponement or abandonment is caused by U2M's negligence to a refund of the charges made by U2M in respect of that performance and payment by way of liquidated damages of twice the hire charge for that performance or 10,000.00 Pounds Sterling whichever shall be the less
ii)If such delay postponement or abandonment is caused by U2M's failure to comply with its contractual obligations though without any negligence on its part U2M's liability hereunder shall be limited to a refund of the charges made by U2M in respect of that performance.
iii) In respect of delay postponement or abandonment for any other reason U2M will be entitled to payment in full in accordance with the quotation.
9) TERMINATION
U2M shall be entitled to treat any contact with the customer as terminated in the following circumstances without prejudice to any rights U2M has prior to such termination:
i) If the customer has failed to make payments due hereunder within fourteen days of the date on which the payment was due
ii) If the customer commits any breach of any other terms of the contract
iii) If permits any judgement against it to remain unsatisfied for seven days or is subject to any legal process in which U2M’s equipment or any premises in which U2M’s equipment is stored may be subject to any restraint or order.
iv) If the customer suffers any interim order or enters into a voluntary arrangement or suffers the making of a statutory demand or the presentation of a bankruptcy order
v) If the customer enters into any liquidation calls any meeting of its creditors or has a receiver or administrator appointed of all or any if its undertaking, assets or suffers the appointment of an administrator under the provisions of Part II of the Insolvency Act or is deemed by virtue of Section 123 of the Insolvency Act to be unable to pay its debts.
10) DELIVERY
In the absence of special provisions U2M shall be entitled to make delivery of any article which it is liable to deliver by sending the same at the customer's risk by ordinary C.O.D. delivery by any carrier selected by U2M at their absolute discretion.
11) COMPLAINTS
Any complaint with regard to the quality or condition of the work carried out or goods supplied by U2M shall be made by notice in writing to U2M within seven days of the completion of such work or the supply of the goods. In the absence of any such complaint within that period such work or goods shall be deemed satisfactory.
12) FOREIGN REGULATIONS
In the event that the work carried out hereunder requires person or persons hired by U2M to go or take equipment overseas the customer will obtain necessary customs or other border clearances or carnets and will ensure that the proper procedures and regulations have been adhered to in relation to U2M's equipment or personnel hired by U2M (other than passports and personal documents) unless stated in writing or in any quotation. The customer shall also pay all duties taxes or other charges payable under foreign regulations other than those payable by the wilful default of U2M.
13) CUSTOMER'S EQUIPMENT
a) If the customer as a matter of convenience requests U2M to transport equipment belonging to the customer and for which U2M is making no charge such equipment will be entirely at the customer's risk and U2M shall not be responsible for any loss or damage even if caused by U2M's negligence.
b) In the event that U2M is required to carry any of the customer's goods or equipment under the terms of this agreement the customer must supply to U2M a schedule of equipment for insurance purposes at least seven days before commencement as otherwise U2M will be unable to insure the goods and U2M will accordingly accept no responsibility.
14) The counter signatory of any quotation or offer in writing by U2M accepts personal liability of these Terms and Conditions of Business together with any principal whether disclosed or not and on such counter signature and the signature of a properly authorised member of U2M's staff any quotation shall form a binding contract between the parties. Any quotation made by U2M is valid for 21 days from the date thereof. If it has not been accepted in writing during this period U2M reserve the right to re-quote.
15) It is agreed that so far as may be fair and reasonable under the Unfair Contract Terms Act 1977 (or statutory modification thereof) and except such as may have been caused by the negligence of U2M no liability shall attach to U2M either in contract or in tort for loss injury or damage sustained by reason or any defect in the equipment (whether latent or apparent) and U2M should not be liable to indemnify the customer in respect of any claims made against the customer by a third party for any loss injury or damage.
16) Any quotation by U2M supplied to the customer and these terms and conditions comprise the total agreement between U2M and the customer. The customer must ascertain that the work to be carried out will comply with all relevant regulations including but not limited to the Health, Safety and Welfare at Work Regulations and will ensure that the work (or any additional work required by the customer) is covered by Method Statements, Risk Assessments or Codes of Conduct issued by U2M in respect of the work to be undertaken. U2M or the staff supplied by U2M shall have the right to refuse to carry out such work if they believe that these terms are not met and such refusal shall be without any liability to U2M for any loss or damage consequential or otherwise to the customer. Any additional work required by the customer is carried out at the sole responsibility of the customer and U2M will be entitled to make a fair and reasonable charge for such work.
17) The customer must ensure that all staff, artists or other workers for whom the customer is responsible is aware of the danger of high sound pressure levels which may be produced by the equipment supplied under the contract and that it will conduct appropriate Risk Assessments and provide adequate ear protection shown necessary by such Risk Assessment and the customer shall be responsible for the safety of such staff etc and members of the public and shall supply all equipment, notices or barriers required at its own cost.
18) Insofar as it is permitted under the Unfair Contract Terms Act 1977 and the Unfair Terms in Consumer Contracts Regulations 1999 the rights of third parties under the Contracts (Rights of Third Parties) Act 1999 are hereby excluded.
19) These Terms and Conditions and this agreement shall be subject to and construed in accordance with the laws of England.
20) No waiver by U2M of any breach of the contract by the customer shall be considered as a waiver of any subsequent breach of the same or any other provision.
21) DEFINITIONS
a) 'The customer' means the person firm or company for whom the work is to be carried out.
b) 'U2M' means U2M Audio Ltd. 26a Seaside, Eastbourne, East Sussex, BN22 7QJ, UK.
c) 'Work' includes all acts and labour expended or equipment used in the course of carrying out the specified overleaf.
d) 'Equipment ' means all apparatus including lights mixing consoles wiring speakers etc. whether owned by U2M or hired under U2M's control.
e) 'Venue' means theatre, club, hall, field etc. and all other places where U2M is required to work hereunder.
f) 'Quotation' means any document supplied in writing to the customer by U2M specifying the date time place or places equipment and price therefore of any work goods or services to be carried out or supplied by U2M.