1.1 Binding Agreement: By signing a Booking Form, both parties agree to be bound by this Agreement to the exclusion of all other terms, including those sent by you. We expressly reject any terms and conditions you may send to us at any time.
1.2 Authority: The individuals signing the Booking Form are deemed to have full authority to do so.
1.3 Changes: No changes may be made to a Booking Form unless agreed upon by both parties in writing.
1.4 Order of Precedence: These General Terms and the Schedule apply to all Booking Forms. Specific Modules are identified in the Booking Form. In case of conflict, General Terms apply first, then Module terms, unless the Booking Form expressly states otherwise.
1.5 Data Privacy: Personal data and business contact details will be processed in accordance with our privacy policy at https://www.nineteengroup.com/privacy-policy.
2.1 Payment: Fees must be paid according to the schedule in the Booking Form. Other sums are due within 30 days of the invoice date.
2.2 VAT: All sums are exclusive of VAT unless otherwise stated.
2.3 Non-Payment: If fees are undisputed but unpaid, we may:
(a) Suspend services.
(b) Charge interest at 8% above the Bank of England base rate.
(c) Recover collection costs.
2.4 No Withholding: You are not entitled to withhold payment due to any counterclaim or set-off.
3.1 Compliance: We will provide services with reasonable skill and care and comply with Applicable Laws. You must also comply with Applicable Laws.
3.2 Personal Service: Services are personal to you and will not be provided to third parties.
3.3 Publicity: You acknowledge our right to publicly announce our business relationship, including on social media.
4.1 License to Us: You grant us a worldwide, royalty-free license to use your name and marks to provide the services.
4.2 Module Rights: Rights to use our IP may be granted under specific Modules.
4.3 Protection of Reputation: Neither party shall damage the other’s goodwill or reputation or apply to register the other’s IP.
4.4 Goodwill: Goodwill generated from trade mark use belongs to the owner of that mark.
5.1 General Compliance: Both parties must comply with all Applicable Laws.
5.2 Anti-Bribery: Parties must comply with anti-bribery laws (e.g., Bribery Act 2010), their own internal policies, and report any undue financial requests.
5.3 Sanctions: You warrant that you and your parent companies are not listed on any trade or economic sanctions lists.
5.4 Data Protection: Personal Data processing must comply with Applicable Data Protection Legislation.
5.5 Material Breach: Breach of Clause 5 is a material breach that cannot be remedied.
6.1 Definition: Receiving parties must keep confidential all information marked as such or manifestly confidential relating to the Disclosing Party’s business.
6.2 Use Restriction: Confidential Information may only be used for the performance or receipt of services.
6.3 Disclosure: Information may only be shared with employees or contractors who “need to know” and are bound by written confidentiality obligations.
6.4 Exceptions: Confidentiality does not apply to information that is public, received from a third party without duty of confidentiality, or required by law to be disclosed.
Parties warrant they are validly existing corporations with the power to perform obligations, will comply with law, and are not bound by third-party agreements that would adversely affect performance.
8.1 Liability Cap: Our maximum aggregate liability is limited to the fee paid or payable under the applicable Booking Form.
8.2 Exclusions: Neither party is liable for loss of profit, data, reputation, or indirect/consequential damages.
8.3 Uncapped Liability: Nothing excludes liability for death, personal injury caused by negligence, fraud, indemnity obligations, or liabilities that cannot be limited by law.
9.1 Duration: The agreement lasts from the Effective Date until services are completed or terminated.
9.2 Immediate Termination: Either party may terminate if the other commits a material breach (unremedied within 14 days) or faces insolvency/cessation of business.
9.3 Post-Termination Fees: If we terminate, all sums due remain payable.
9.4 Survival: Clauses intended to survive termination shall do so.
10.1 Delay: Neither party is liable for delays caused by Force Majeure, provided they notify the other and attempt to limit the effect.
10.2 Credit: If we cannot provide services, you are not liable for the fee. We will issue a credit for paid fees (to be used for other events/services) but will not issue refunds.
10.3 Termination: If performance is stalled for over 30 days, either party may terminate.
10.4 Exclusions: Force Majeure cannot be used to avoid paying fees or for personal travel difficulties.
11.1 Informal Resolution: Parties must attempt to resolve disputes informally before court.
11.2 Senior Management: Disputes go to directors, then to CEOs if unresolved after 5 working days.
11.3 Mediation: If unresolved after 20 working days, parties will attempt mediation via CEDR.
12.1 Entire Agreement: This document supersedes all prior arrangements.
12.2 Non-Reliance: Parties have not relied on external statements.
12.3 Waiver: Failure to exercise a right does not constitute a waiver.
12.7 Signatures: Electronic signatures are valid.
12.8/12.9 Jurisdiction:
UK Registered: Governed by English law and English courts.
US Registered: Governed by Delaware law. Claims for unpaid fees may be brought where you are located. Jury trials and class actions are waived.
In this Agreement, the following expressions shall, unless the context otherwise requires, have the following meanings:
In this Agreement the following rules of interpretation apply:
1.1 Postponement: We may postpone or change event details. Services apply to the revised event; no refunds are provided.
1.2 Cancellation: If we cancel, we will issue a credit (less value of services already received). No refunds.
1.4 Disrepute: We can terminate if you bring the event or company into disrepute.
3.1 Controller/Processor: We are the controller; you are the processor of shared Delegate Data. You must process data securely, only for planned activities, and delete it after services.
3.3 Scanners: If provided, you receive first name, surname, job title, email, and company as a controller.
You indemnify us against losses arising from your breach of IP licenses, third-party IP claims against your marks, or breaches of law/regulations.
1.1 Purpose: You may occupy space for exhibits during the event.
1.2 Access: You must set up during Build-up and remove during Breakdown. We have access at all times.
1.3 Subletting: Not permitted without consent.
1.4 Restricted Area: Business must be conducted only from your stand.
2.1 Notice: Cancellation must be sent via recorded delivery.
2.2 Charges: Cancellation charges apply if you cancel, fail to pay, or fail to occupy space.
3.1 Reduction: Reduction requests must be in writing; we may apply cancellation charges to the reduced area.
4.1 Accuracy: Materials must not be obscene, defamatory, or infringing.
4.3 Manning: Stands must be manned at all times during event hours.
5.1 Flexibility: We may reallocate space, change layouts, or refuse admission to undesirable persons.
Exhibitors must maintain Commercial General Liability Insurance with limits of at least $1,000,000 per occurrence and $2,000,000 aggregate. Certificates will be issued 30 days prior to the event.
