1 University of Durham Durham University Conference and Tourism Ltd Terms and Conditions for Group Accommodation, Conferences, Functions and Events These terms and conditions apply to all contracts for the provision of goods and services for group accommodation, conferences, functions and other events to the exclusion of other terms and conditions, including any which the Client may purport to apply or which may appear in any promotional literature. Please read these carefully regarding the Terms and Conditions on which bookings are accepted. Foreword Durham University Conference & Tourism Ltd , (“the Company” or “we”) is appointed by the client named as such in the event booking form issued by the Company (“Event Contract”) (the “Client” or “you”) to deliver the goods and services set out in the Event Contract, upon the following Terms and Conditions. The Event Contract and these Terms and Conditions form the contract between the Company and the Client (“the Contract”). 1. Basis of Booking 1.1 These Terms and Conditions supersede any other terms and shall apply to all bookings for the provision of group accommodation, conferences, functions and events. (“Events”) at any of the premises of the Company which we make with you to the exclusion of any Terms & Conditions which you purport to apply or which are implied by trade custom or course of dealing. We reserve the right to impose certain special terms and conditions that may be applicable to your booking in addition to these terms and conditions. 1.2No terms or conditions endorsed upon, delivered with or contained in your order, Event Contract or other document will form part of the Contract simply as a result of such document being delivered to us or referred to in the Contract. Any variation to these Terms and Conditions is of no effect unless agreed in writing by an authorised representative of the Company. The Contract constitutes the entire agreement between you and the Company for the use of the premises indicated in the Event Contract (“the Venue”) during the dates set out in the Event Contract (“the Event Period”). Our employees or agents are not authorised to make any representation concerning the Contract unless confirmed by the Company in writing, and you acknowledge that you do not rely on, and waive any claim for breach of, any such unconfirmed representation (unless such representation is made fraudulently). You may not assign this Contract, although we may do so or sub-contract it if necessary. 1.3 We will hold provisional bookings for 10 Working Days (Monday to Friday, inclusive, excluding public holidays) only; thereafter we reserve the right to release the space. We will [not] notify you of this. 2. Confirmations, Guest Numbers and Charges 2.2 All bookings are provisional until the Event Contract (signed by you) is countersigned on our behalf and dated. We will provide you with a copy of the countersigned and dated Contract. 2.3 The Event Contract shall specify the agreed minimum number of guests for the Event, (the “Contract Minimum”) and the maximum number of guests. 2.4 You must inform us of the estimated final catering numbers no later than 10 working days in advance of the Event Period. 2.5 You must inform us of the actual number of guests you wish to be catered for at the Event (the “Final Number”) at least 5 Working Days before the Event. This Final Number will override the anticipated number specified in the Event Contract but will not affect the Contract Minimum. 2.6 The Contract Minimum represents the minimum number of guests you guarantee will attend at the Event and we have calculated our charges on this basis. The amount payable by you will therefore be calculated according to the highest of (a) the Contract Minimum (b) the Final Number or (c) the number of guests who actually attend the Event. You must also pay us for any goods or services you have asked us to provide and we have agreed in writing and any additional goods requested during the event. 2.7 The provision of any goods and services requested in writing after the Contract has been entered into will be confirmed to you in writing by us together with all applicable charges and that correspondence will amount to a variation of the Contract. In all other respects the Contract shall be as previously agreed between you and the Company. The cost of any additional goods requested during the Event will be included in the invoice issued after the Event and forms part of the charges you must pay to the Company. 3. Bookings 3.1 The details of the booking between us will be set out in the Contract you have signed and we have countersigned, this will include start and finish dates and times for the Event, the minimum number of guests you guarantee to attend, the applicable charges or the basis on which the charges will be calculated and these Terms & Conditions. 3.2 We may also specify special terms and conditions applicable to the Event in the Contract. In certain cases a deposit may be required for your booking. We will advise you if this is the case when you make your booking. 3.3 Our charges are based on the information provided to us by you. It is your responsibility to check that information you provide is accurate and to give us all the information we need to complete your booking. The charges or the basis on which the charges will be calculated are as set out in the Contract. If for any reason you consider that the charges specified in the Contract are wrong you must let us know within 5 Working Days of the date of the Contract. 4. Payment 4.1 In consideration of the Company making available the Venue and supplying the goods and services you agree to pay 90% of the estimated value of the Event as set out in the Contract less any deposit already paid, not less than 20 working days prior to the Event (unless we have agreed in writing with you that payment may be made after the Event has taken place). This will include the cost of food, beverages and other services incurred by you. You further agree to pay the balance of all sums outstanding under the Contract within 30 days of the date of an invoice in respect of those sums. 4.2 Cheques should be made payable to DUCAT and forwarded to the Conference & Tourism Office, Room GB22, Durham University, Mountjoy Research Centre Block 2, Stockton Road, Durham DH1 3UP. We accept all noted credit cards with the exception of Diners and American Express. 4.3 Time of payment is of the essence. For the purposes of these Terms and Conditions, payment is made when we receive it in cleared funds. Payment by you shall be made without any deduction or set off. We reserve the right to claim interest and compensation for debt recovery costs under the Late Payment of Commercial Debts (Interest) Act 1998 and the Late Payment of Commercial Debts Regulations 2002. If you fail to make any payment (except the deposit) on the due date then the balance of the charges in respect of the Event shall be immediately due and payable without demand and we may cancel the Contract or suspend performance to you. We are entitled to set off sums owed by us to you against sums owed by you to us. 5. Overseas Clients 5.1 If you do not have a UK address or it is not your main place of residence, we reserve the right to ask for a guarantee of payment from a UK bank and to cancel the booking if the guarantee is not provided within 30 days. You will have the right to withdraw your booking without charge within seven days of us telling you our requirements if they are not acceptable to you. 6. Deposits 6.1 We require a £250 .00 deposit for private dining and banquets for numbers up to 40, and £500.00 deposit for weddings or numbers greater than 40, or 10% of the Event estimated total charges, whichever is greater. For group accommodation we require a deposit of 10% of the estimated total charges. The deposit (if any) required for any other Event will be as specified in the Event Contract. 6.2 You must pay the deposit payment(s) specified in the Contract. Should you fail to pay any such deposit within 5 Working Days of the date of the Contract, we may treat the Contract as having been cancelled by you and: 6.3 We may set-off the deposit against any cancellation fees which become payable. 6.4 If the deposit held by us is greater than the amount of any cancellation fees payable, then the balance shall be refundable to you. 7 .Interest 7.1Interest on an overdue invoice shall accrue (on a daily basis) from the day when payment becomes due until the date of payment (whether before or after judgement) at a rate of 4% above Barclays Bank Plc’s base lending rate applicable at the time of the relevant invoice. 8. Price/Goods/Supply Variations 8.1 We reserve the right to vary the charges specified in the Contract to take into account any variation in cost to us. 8.2 Should goods/supplies become unavailable, discontinued or economically unviable e.g., wine, alternative goods will be offered. 9. Cancellation/Partial Cancellation/Postponement by the Client 9.1 In the unfortunate circumstances that you have to cancel or postpone the Event or part of the Event a cancellation charge of 90% on contracted accommodation and 65% on contracted food and beverage revenue (being our loss of profit) will become payable (“the Cancellation Charge”) unless notification of the cancellation or postponement is received 12 months or more before the Event Period. 9.2 The Cancellation Charge is exempt of VAT. At the time of cancellation we will confirm the maximum amount of the Cancellation Charge that could be incurred. Any third party charges incurred by us on your behalf will be settled by you. 9.3 We will make every reasonable effort to re-let the bedroom and function space cancelled. We can only confirm the actual amount of the Cancellation Charge after the intended date of the Event, when the Cancellation Charge will be reduced by the profit on any alternative business we have been able to secure to replace your Event. 9.4 Any cancellation, postponement or partial cancellation should be verbally advised to us in the first instance. All cancellations must be confirmed in writing or by email by you to us and the facilities you have reserved cannot be released for resale until we have received this written notification and acknowledged receipt to you. 9.5 We will invoice you for any Cancellation Charges after the intended date of the Event. The invoice will be payable in full within 30 days of its date. 9.6 We strongly advise you to take out cancellation insurance. 10. Cancellation by the Company 10.1 We may cancel the Event with immediate effect in the following circumstances: 10.1.1 If the Event might in the Company’s reasonable opinion prejudice the reputation or business of the Company or Durham University or any of its Colleges; or 10.1.2 The Client (being a body corporate) convenes a meeting of creditors or enters into liquidation (whether voluntary or compulsory): 10.1.3 The Client has a receiver, manager or administrative receiver appointed of the whole or any part of its undertaking, property or assets: 10.1.4 A resolution is passed or a petition presented to any court for the winding-up of the Client or any person takes any step to appoint an administrator of the Client: 10.1.5 Any proceedings are commenced relating to the insolvency or possible insolvency of the Client in any jurisdiction to which the Client or any of its assets is subject: 10.1.6 The Client has, suffers or allows any execution to be levied on its assets or obtained against it: 10.1.7 The Client commits a material breach of any of its obligations under the Contract or under any other contract with DUCAT. 10.1.8 The Client is unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986. 10.1.9 The Client ceases or threatens to cease to trade. 10.2 Termination of the Contract shall not affect rights and duties accrued before termination. 10.3 The Company may charge the cancellation fees outlined in clause 9. 11. Changes by the “Company” 11.1 We reserve the right to change your assigned function room for one of equal suitability in an adjacent college and any sleeping accommodation in an adjacent college, if we have reasonable commercial or operational reasons for doing so (including, but not limited to, the carrying out of works on the relevant room or such room being otherwise unavailable). We will endeavour to give you reasonable notice of this. 12. outside Services 12.1 Our prior written consent must be obtained for any entertainment or services to be supplied for the Event by third parties. Any such services must comply with all and any statutory codes and regulations. It shall be your responsibility to ensure that, where applicable, Performing Rights Society forms and Phonographic Performance Limited forms are completed by any band, musicians or electrical contractors with whom you have entered into a contract in respect of the Event. All equipment used by such discos, bands and musicians must have a current Portable Appliance Test Certificate(s). 12.2 All contractors brought into the Venue by you must be covered by their own Public Liability Insurance. 12.3 We reserve the right to object to your use of any third party we reasonably consider being unsuitable and to require or undertake their removal from the Venue and the Event. 12.4 You shall indemnify the Company against any claims, costs and expenses incurred by the Company as a result of our granting consent under 12.1. 13. Use of the Venue The Client undertakes with the Company:- 13.1 to use the Venue only for the purpose of hosting the Event during the Event Period; 13.2 not to use the Venue or any part of it for any activities which are dangerous, offensive, noxious, illegal or immoral or which are or may become a nuisance to the Company or Durham University or any of its colleges or the owner or occupier of any neighbouring property; 13.3 not to do anything which might invalidate any insurance maintained by the Company or Durham University in respect of the Venue or which might increase the insurance premium payable for the Venue; 13.4 not to bring to the Venue or any part of it any animals (except guide dogs for the blind); and/or wines, spirits, food or beverages without the prior consent of the Company; 13.5 to observe all applicable laws, licences and regulations relating to the use of the Venue for staging the Event, including the Code of Practice; 13.6 to indemnify the Company in respect of the cost of making good all damage to the Venue suffered during the Event Period (excluding only fair wear and tear and damage caused by any risk covered by our insurance and damage caused by our agents, servants and sub-contractors); and 13.7 to indemnify the Company against any damages, losses, costs, claims or expenses incurred by the Company towards a third party arising out of or in connection with your use of the Venue and/or the provision of the Services by the Company, whether arising by reason of negligence of the Company or otherwise; 13.8 not to park on or obstruct any highway or route allowing access to the Venue; 13.9 not to make any alterations or attachments or additions to the Venue without the prior written consent of the Company; 13.10 to procure that the Event takes place during the Event Period and to ensure that all guests have left the Venue not later than the end of the Event Period or such later time as the Company shall have agreed in writing; 13.11 to ensure that the maximum number of persons in the Venue other than the personnel of the Company does not exceed the maximum number of guests shown on the Event Contract; 14. Etiquette 14.1 We reserve the right to judge acceptable levels of noise or behaviour at the Event whether this is by you, your guests, representatives or contractors (including but not limited to, persons engaged by you to provide entertainment or other services). You must ensure compliance with the Company’s directions as to noise or behaviour. 14.2 We reserve the right generally to exclude or eject any person from the Event or the Venue if we reasonably consider such person to be objectionable; and to terminate the Contract and stop the Event without liability to any refund or compensation, if necessary to prevent or terminate unacceptable noise or behaviour. 14.3 You shall indemnify the Company against all and any losses, costs, damages, liabilities, claims, demands and expenses suffered or incurred by the Company arising out of any exclusion, ejection, termination or stopping the Event and circumstances giving rise thereto. 15. Health, Safety Legal and Licensing Requirements 15.1 You must comply fully, and ensure full compliance of all sub-contractors, employees and guests with the Health & Safety Manual of the Durham University which can be seen on http://www.dur.ac.uk/healthandsafety.manual/, or supplied on request and with all legal requirements. 15.2 You must maintain free access to fire exits at all times and must obtain our prior approval before using any special effects equipment at the Venue. You shall submit for approval by the Company all table layouts for the Event. All electrical equipment must be PAT tested and we may demand to see proof of this before allowing its use. 15.3 You must observe the permitted hours for selling intoxicating liquors in the Venue, as advised by us and must adhere to local licensing laws. 15.4 We have special arrangements in place to assist people with disabilities in the event of an evacuation. Therefore you must inform us of any person(s) who will require assistance in this eventuality. 15.5 You must comply with all information and instructions supplied by us relating to the use of the Venue necessary to ensure that any goods or equipment supplied as set out in the Contract (the” Goods”) will be safe and without risk to health at all times when they are being set, used, cleaned or maintained by any person at work. 15.6 You must indemnify the Company in respect of any and all claims arising as a result of your activities during the Event. 16. Corkage 16.1 No wines, spirits, food or beverage may be brought into the Venue by you or on your behalf or that of any guests for consumption at the Venue unless our prior written consent has been obtained, for which a charge will be made. 17. Punctuality 17.1 You must ensure that the Event starts and finishes at the dates and times specified in the Event Contract or such other dates and times as we may have agreed in writing with you prior to the Event. Failure to do so may cause additional charges to be incurred. 18. Guests’ Clothing and Personal Property 18.1 We do not accept responsibility for your property or that of your guests. Cloakrooms may be available for your convenience but any goods deposited in the cloakrooms or left unattended at the Venue are deposited at the owner’s risk and without any liability on the part of the Company. 18.2 If any items are to be delivered to the Venue or any of the Company’s premises or those of Durham University or any of its colleges prior to the Event arrangements must be made with us beforehand. We will use our reasonable endeavours for the safekeeping of such items which will nevertheless remain at your own risk and we will not be held responsible in the event of loss, theft or damage. 19. Equipment Storage 19.1 We will assist you, where reasonably possible, with the storage of equipment etc, however, we do not accept any liability for loss or damage to any item of equipment, furniture, stock or the like left in storage. 20. Liability of the Company YOUR ATTENTION IS PARTICULARLY DRAWN TO THIS CONDITION 20.1 The following sets out the entire financial liability of the Company (including any liability for the acts or omissions of its employees, agents or subcontractors) to you in respect of any breach of these Terms and Conditions and any representation, statement or act or omission (including negligence) arising under or in connection with the Contract and in respect of any contemplated performance or lack of performance. 20.2 Nothing in these Terms and Conditions excludes our liability if the Company’s negligence causes personal injury or death. 20.3 We shall not be liable to you for any loss of profit, financial loss, depletion of goodwill or any indirect loss, damage, costs or expenses whatsoever in each case which arise out of or in connection with the performance of the Contract or its contemplated performance or lack of performance. 20.4 Subject to 20.1 the Company’s total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation or otherwise, arising in connection with the performance or contemplated performance or lack of performance of the Contract shall be limited to [[two] times the total value of the Contract] [specify insurance level]. 21. Written Approval 21.1 You must obtain the Company’s prior written approval if you wish to attach items to the walls, floors and ceilings of the Venue. 21.2 You may not use any of the following without written permission from the Company; 21.2.1 The name “University of Durham” or “Durham University”: 21.2.2 The University’s Crest or any College Crest: 21.2.3 The Name or logo of any of the University’s Colleges departments or institutes: 21.2.4 Any photographs of any part of the University or any intellectual property of the University or its Colleges without written permission from Durham University. 22. Statutory Rights 22.1 If you are a consumer you have certain statutory rights regarding statements made in public by us or our representatives and the performance of our services, as well as claims in respect of losses caused by our negligence or our failure to carry out our obligations. Nothing in these terms and conditions affect those statutory rights. All contracts shall be governed by and construed in all respects in accordance with the laws of England. These terms and conditions do not affect any rights which you may have under the Hotel Proprietors Act 1956. 23. Freedom of Information You acknowledge that the Company is subject to the requirements of the Code of Practice on Access to Government Information and the FoIA and shall assist and co-operate with the Company to enable us to comply with these Information disclosure requirements. You shall ensure that all information produced in the course of the Contract or relating to the Contract is retained for disclosure and shall permit the Company to inspect such records as requested from time to time. 24. General 24.1 Governing Law. The Contract shall be governed by and construed in all respects in accordance with the laws of England. The Contract does not affect any rights which the Client may have under the Hotel Proprietors Act 1956 where that Act applies. The Company and the Client submit to the exclusive jurisdiction of the English courts. 24.2 Any complaint or dispute arising out of the Event must be made in writing by you to the Company within 7 Working Days of the Event Period. 24.3 Data Protection Act. The Company is registered under the Data Protection Act. The information you provide will be used exclusively for advancing the interests of the “Company” unless you indicate that you do not wish us to do so. 24.4 Car Parking No vehicles belonging to you, your employees, agents, contractors or guests will be allowed to park at the Venue or the premises of Durham University or its Colleges without a valid car parking permit. We accept no responsibility for any damage, however occasioned to any vehicle so parked. 24.5 Force Majeure. Neither you nor the Company shall be liable for any delay in performance or failure to perform our obligations under the Contract where such delay or failure results from circumstances beyond the affected party’s reasonable control. Such delay or failure shall not constitute a breach of the Contract and the time for its performance shall be extended by such period as is equal to the delay or by which performance is prevented. 24.6 Each right or remedy of the Company under the Contract is without prejudice to any other right or remedy we may have, whether or not under the Contract. 24.7 If any provision of the Contract is found by any competent authority to be invalid, unenforceable or unreasonable, it shall be severed from the remainder of the Contract which shall continue in full force and effect. 24.8 Failure or delay by the Company in enforcing or partially enforcing any provision of the Contract is not a waiver of any of its rights under the Contract. 24.9 Any waiver by the Company of any breach by you is not a waiver of any subsequent breach. 24.10 Any notice to be given by either of us to the other under the Contract must be in writing addressed to that other party at its principal place of business or such other address as may have been notified for these purposes. 24.11 Notices addressed to the Company shall be marked for the attention of the Commercial Director, Durham University Conference and Tourism Office. 24.12 Notices shall be delivered personally or sent by first class post or sent by facsimile transmission. 24.13 A notice is deemed to have been received:- 24.13.1 if delivered personally, at the time of delivery; 24.13.2 if sent by prepaid first class post, on the second working day after posting (exclusive of the day of posting). 24.14 The Contract does not create, confer or purport to confer any benefit or right enforceable by any person not a party to it by virtue of the Contracts (Rights of Third Parties) Act 1999.