Definitions

For ease of expression in these terms and conditions:

– These terms and conditions together with the Sponsorship Booking Form are referred to as the “Agreement”;
– Substantive Research Limited, registered in England and Wales. Company no. 09400277. Registered address: Birchin Court, 20 Birchin Lane, London, England, EC3V 9DU is referred to as “we” or “us”; and
– the person, firm or company named in the Sponsorship Booking Form as the entity making the Order is referred to as “you”.

General

1. This Agreement is between us and you.
2. This Agreement specifically covers the Order (“Order”) for the Sponsorship (“Sponsorship”) and/or Participation (which may include the right to distribute a work such as a white paper) (“Participation”) at an event or events, (e.g. exhibition, conference, roundtable, networking event, dinner, publication of a work such as a whitepaper or video, showcase, presentation or similar) (“Event”) listed on the Sponsorship Booking Form.

Changes and cancellation

We reserve the right to change details of the Event if necessary, although we will endeavour to keep all changes to a minimum. We will inform you as soon as possible of important changes, for example name, date changes or delivery mechanism (virtual, in-person or hybrid).

In the event that we postpone an Event, all fees paid by you for such Event by such postponement date will be credited towards the rescheduled date for the Event.

In the event that we cancel the Event for commercial reasons such as lack of support, then all charges paid by you for the specified services will be refunded. You agree that under those circumstances you will not have any further claims against us. Liability will be limited to the fees paid.

Once you have entered into this Agreement, if you subsequently decide for any reason to withdraw from the Event or reduce your original commitment as set out in your Order, you will immediately inform us in writing to enable us to decide whether or not to accept your cancellation. If accepted by us, you will be liable to pay the following cancellation charges in respect of your sponsorship, taking of exhibition space or delegate attendance at an Event, based on the date of the original, not rescheduled, Event:

a) Cancellations received 60 days or greater prior to the Event will pay 50% of your total fees for the Event as set out in the Order;
b) Cancellations received 25 days to 60 days prior to the Event will pay 75% of your total fees for the Event as set out in the Order; and
c) Cancellations received less than 25 days prior to the Event must pay 100% of your total fees for the Event as set out in the Order.

Please note if the Event is the production or publication of a work the date of the Event is the due date for publication agreed by the parties in the Order.

In the event of you giving written notice at any time prior to the event of your intention to cancel the services or in the event of your failure to occupy the stand space by the day prior to the opening of the Event, we will have absolute discretion to reallocate the display space without being under any liability to refund or abate any charges paid or due except as provided below.

Force Majeure

We reserve the right to cancel the Event by reason of Force Majeure, including but not limited to fire, flood, extreme weather conditions, acts of war or violence, malicious damage, explosion, earthquake, pandemic (including any government/state action taken as a result of it), strike, civil disturbances, political unrest, riot, labour dispute, power cuts or any other extraneous variable beyond EPV’s control.

Neither party shall be liable for failure to perform its part of this Agreement in the event of Force Majeure as listed above, provided that those events could not be foreseen or the effects of these events prevented, when the contract was entered into.

Exclusion of Liability

You shall defend, indemnify and hold us harmless from and against all costs, claims, demands, proceedings, liability, losses and expenses (including reasonable legal fees) whatsoever made against or incurred by us as a result of, related to or arising in connection with (i) a breach of this Agreement by you, and/or (ii) any acts or defaults of you, your employees or agents in connection with the Event.

Indemnity

Each party shall, to the fullest extent permitted by the applicable law, exclude the other from: (a) all liability for loss, injury or damage to persons or property at the Event; (b) all indemnities, warranties, representations, terms and conditions (whether express or implied); and (c) any actual or alleged indirect loss or consequential loss howsoever arising suffered by you, or any loss of profits, anticipated profits, savings, loss of business revenue, loss of business, loss of opportunity, loss of goodwill, or any other type of economic loss (whether direct or indirect). If either party is liable to the other for any reason, the total liability under this Agreement or otherwise in relation to the Event is limited to the amount of the Fees received by us.

Nothing in this Agreement shall exclude or restrict either party’s liability for death or personal injury resulting from the negligence of that party or its employees while acting in the course of their employment.

Third Party Rights

Nothing in this Agreement is intended to confer any benefit on any third party (whether referred to herein by name, class, and description or otherwise) or any right to enforce a term this Agreement.

Entire Agreement, Variations and Assignments

This Agreement constitutes the entire agreement between the you and us and supersedes all previous communications, representations and arrangements, written or oral, except in respect of any fraudulent misrepresentation made by either party. You acknowledge that no reliance is placed on any representation made but not embodied in this Agreement.

No variation will be effective unless in writing and signed by authorised representatives of both parties. We shall be entitled to vary the terms of this Agreement on one week’s notice to you, such notice can be sent to you on the email you set out in the Order or such other email as you notify us from time to time. The revised terms and conditions forming the Agreement will be set out on our website and will take effect from the date stated on them whether or not you received our email notifying you of the variation. You are advised to check our website from time to time for any variations of the terms and conditions. In the event of any conflict between the terms of this Agreement and any other document, the terms of this Agreement shall prevail.

No waiver or any breach of any of this Agreement shall be deemed to be a waiver of any other breach and no waiver shall be effective unless in writing.

Applicable Law

This Agreement will be governed by and construed in accordance with the laws of England and will be subject to the non-exclusive jurisdiction of the Courts of England.