Terms & Conditions Of Booking

Definitions. In this document, certain words and phrases have particular meanings. A capitalised first letter identifies these words and phrases, and their particular meaning is set out below:

1. “Agent” - means Alive Network Limited.

2. “Artist” - means the band, disc jockey, magician or other performer booked by the Client under this Contract, as set out on the Booking Form, including any substitute or replacement performer.

3. “Booking Form” - means the front sheet to these Terms setting out the key terms of the Contract.

4. “Client” - means the person(s) booking the Artist, and for whom the Artist will perform, as stated on the Booking Form.

5. “Contract” - means together the Booking Form, these Terms and any other written agreement made between the Artist and the Client concerning the Performance and made known to the Agent.

6. “Deposit” - means the amount due from the Client to the Agent to secure the Artist exclusively for the Event, as detailed on the Booking Form.

7. “Event” - means the Client’s event at which the Artist will perform.

8. “Force Majeure Event” - has the meaning set out in clause 13.

9. “Performance” - means the Artist’s performance at an Event.

10. “Performance Date” - means the date of the Performance as set out on the Booking Form (or as is otherwise amended in accordance with clause 3.1).

11. “Balance” - means the fee for the Artist, as set out on the Booking Form, payable by the Client in accordance with these Terms, subject to adjustment in the circumstances set out in these Terms.

12. “Terms” - means these terms and conditions.

13. “Venue” - means the location at which the Event is held and where the Artist will perform, as stated on the Booking Form.

Interpretation. Certain rules apply to the interpretation of these Terms, as follows:

1. Use of the singular includes the plural;

2. Reference to one gender includes all genders;

3. Reference to “a person” includes a reference to a company, firm or unincorporated association; and

4. Use of the words “writing” or “written” includes email.

How the Contract works. The Contract sets out specific obligations that are owed by each of the Agent, the Artist and the Client to the other parties. Each party’s obligations are distinct and separate from those owed by the other parties, and no party accepts responsibility for breach of this Contract by the other parties. This means that:

1. Only the Agent is responsible for promoting the Artist, negotiating and preparing this Contract, managing the relationship between the Client and the Artist and complying with its other obligations under this Contract;

2. The Agent can only collect fees and payments owed to the Agent, unless specifically authorised otherwise;

3. Only the Artist is responsible for the quality of the Performance, its conduct up to, and on, the Performance Date and complying with its other obligations under this Contract;

4. The Artist can only collect fees and payments owed to the Artist, unless specifically authorised otherwise; and

5. Only the Client is responsible for the payment of the Balance and any additional fees and complying with its other obligations under this Contract.

Please see clause 11 for more information on responsibilities for losses.

The Deposit. The Agent’s fees for promoting the Artist, and for negotiating, drafting and completing the Contract, is calculated as a small percentage of the Total fee. These fees, together with the amount of any payment required to be made by the Agent to the Artist to secure the booking, constitute the Deposit paid by the Client. As these amounts are incurred by the Agent upfront, the Deposit cannot typically be refunded in full, as the majority of the service that it pays for has already been provided. This is particularly relevant in the situations set out in clauses 2.2, 8.1, 9.6 and 13.4. However, if the Agent is able to refund any part of the Deposit (for example, due to having recovered part of it from another person), it will do so.

Re-engagement of the Artist. For a period of 18 months from the Performance Date, the Client must negotiate all additional bookings of the Artist with the Agent only. If the Artist is approached by the Client or one of its guests or other suppliers (including the Venue) with a view to securing the Artist’s performance at an event, then the Artist will refer the approach to the Agent and will notify the Agent immediately. The Artist will account to the Agent an amount equivalent to the deposit (calculated as per the Deposit) due to it for any event booking made in contradiction of this clause 1.5.

Contacting the Parties.

1. The Agent represents the Artist in its business dealings and helps to manage its bookings efficiently. Therefore the Client should contact the Agent in the first instance with any instructions, requests or queries about the Event or the Performance so that they can be logged on the Agent’s booking system.

2. The Agent can be contacted by telephoning 01782 740839 (or such other number as the Agent may advise) or by writing to enquiries@alivenetwork.com or Silk Mill Studios, Princess Street, Newcastle-under-Lyme, Staffordshire ST5 1DD.

3. The Agent will provide the direct contact details of the Artist and the Client to each other approximately four weeks before the Performance Date so that both parties can make arrangements for the Event and the Performance. Where requested and/or required, the Agent will facilitate direct communication between the Client and the Artist earlier than four weeks before the Performance Date. In all cases, any significant requests or changes to the booking must be communicated to the Agent immediately.

4. It is the responsibility of the Artist and the Client respectively to ensure that they are contactable at all times by the Agent and respond promptly to any such contact. The Agent will always make reasonable efforts to contact a party, including via the Venue or any other point of contact for the applicable party that the Agent may have on record, and is not responsible where, despite such efforts, it has not been able to contact a party.

5. If the Agent is unable to contact a party, the Artist and the Client authorise the Agent to take such steps as it may reasonably consider suitable to ensure that the Event continues with as little disruption as possible, up to and including booking a replacement artist.

Booking confirmation. The Agent will confirm the booking in writing to the Client and the Artist immediately following its receipt of the agreement of both the Client and the Artist to the booking. The Contract will come into force from receipt of the booking confirmation, and the Agent will send out the Contract for signing by both the Client and the Artist. The Client and the Artist should sign their respective copies of the Contract and return it to the Agent as soon as possible to indicate their acceptance to these Terms, but failure by the Client or the Artist to sign and/or return the Contract does not constitute a cancellation of the booking nor the rejection of these Terms. Bookings can only be cancelled in accordance with clause 8 of these Terms.

Mistakes in the Contract. It is the responsibility of the Client and the Artist to ensure that the Booking Form is accurate (e.g. that the Price, Performance Date and Venue are correct). Errors on the Booking Form should be notified to the Agent without delay, and in any event no later than 7 days following the booking confirmation, except where the Performance Date is within 7 days of booking confirmation, in which case the Agent must be notified within 24 hours of booking confirmation. Where possible, the Agent will attempt to rebook the Artist, but should this not be possible, the Artist or the Client may cancel the Contract. If the Contract is cancelled under this clause 2.2, the cancellation fees in clause 8 will not be payable, but the Deposit remains payable and may not be refunded.

Booking Notes. The Agent, on behalf of the Artist, may agree with the Client special conditions in respect of a Performance. Such special conditions will be set out in the Booking Form, in the “Booking Notes” section, and will apply to the Contract. Should there be any conflict between these Terms and the information and/or special conditions set out on the Booking Form, the Booking Form will take precedence.

Keeping the Contract safe. The Agent will keep an electronic copy of the Contract for its records. The Artist and the Client should keep their own copies of the Contract for their own records, but the Agent will provide copies of the Contract upon request.

If the Client wishes to change the Performance Date, the following provisions will apply:

1. The Client will notify the Agent of its desire to change the Performance Date as soon as possible. The Client will provide to the Agent all details that the Agent requests in respect of the desired change (including, but not limited to, the reason(s) for the desired change and the new date upon which the Client wishes for the Performance to take place).

2. The Agent will notify the Artist of the Client’s request to change the Performance Date and will liaise with the Artist concerning such change. The Artist will notify the Agent of its availability for the date that the Client has requested as soon as possible and will use reasonable endeavours to be available on that date. The Client acknowledges and agrees that the Artist may be unavailable on the requested date due to the Artist’s prior commitments and the Artist is under no obligation to cancel such prior commitments.

3. If the Artist agrees to an amendment to the Performance Date:

1. the Agent will notify the Client of any changes to the Price;

2. notwithstanding any changes to the Price, the original Deposit will be retained by the Agent and will not be adjusted;

3. the Agent will be entitled to recover, and the Client will be liable to pay, the Agent’s: (a) reasonable costs incurred by it in connection with liaising with the Artist in respect of the desired change; and (b) the losses that the Agent genuinely anticipates that it will suffer as a direct result of its inability to book the Artist on the new Performance Date. The Agent shall notify the Client of the amounts payable to it under this clause 3.1(c)(iii);

4. as soon as is reasonably practicable after settlement of the costs and/or losses referred to in clause 3.1(c)(iii) by the Client, the Agent will notify each of the Client and the Artist in writing of the new Performance Date and the Contract will be deemed to be varied accordingly; and

5. the Artist and the Client each acknowledge and agree that any matters that arise on the new Performance Date (whether unavoidable situations or pursuant to clause 7.4) will be resolved by the Client and the Artist directly. Notwithstanding this, the Agent must be notified as soon as possible of the outcome of any such matters that arise on the new Performance Date.

4. If the Artist does not agree to perform on the date that the Client requests, or the Client otherwise does not agree to any of the associated changes to the Price and/or the costs that the Agent is entitled to recover as a consequence of such change, the Client can choose to either:

1. continue with the Contract in its original form (i.e. the Artist will be required to perform on the original Performance Date and the original Price will be payable); or

2. cancel the Contract in accordance with clause 8 (however, cancellation fees may be payable if the Client chooses to do so).

Save for in the specific instances set out elsewhere in this Contract, any alterations to this Contract must be carried out in accordance with this clause 4, otherwise such alterations will be invalid.

If either the Artist or the Client wish to alter the Contract or the Event, the following provisions apply:

Standard requirements. By entering into the Contract, the Client confirms to the Artist that it will:

1. take reasonable steps to prevent:

   1. the use of the Artist’s equipment and instruments by other performers or persons without the consent of the Artist;

   2. the loss, damage or theft of the Artist’s equipment and instruments by the Client or its guests or agents for the duration of time that the Artist is at the Venue; and

   3. aggressive or abusive behaviour towards the Artist by the Client or its guests and agents and, should such behaviour occur, the Client will remove the perpetrator;

2. ensure that the Venue:

   1. has a safe source of power;

   2. has a safe area for the Performance

   3. is suitable for the Artist and all its equipment and instruments, in particular (but without limitation) by confirming if the Venue has a sound limiter (and if so, what the decibel threshold is) and that the Venue holds all appropriate licenses; and has a convenient space as close as possible to the Performance area, where the Artist may legally park their vehicle(s)for loading and unloading their equipment;

3. inform the Artist of any and all regulations and requirements of the Venue which may apply to it and/or the Performance; and

4. comply with any specific requests set out in the “Booking Notes” section of the Booking Form, or other reasonable requests made known to the Client by the Artist or the Agent before the Performance.

Suitability of the Venue. It is the Client's responsibility to ensure the Venue is suitable for the Artist and non-performance of this Contract by Artist due to Venue restrictions will not entitle the Client to any refund of, or reduction to, the Balance, which will remain payable in full.

Variations to these requirements. The requirements of this clause 5 are the standard minimum requirements expected of the Client for their Event. Further requirements, or specific waivers of any of the standard requirements, may be agreed between the Client and the Artist (including as to the cost implications of any such variation) separately in writing. The Agent must be informed of any separate agreement between the Client and the Artist.

Breach of this clause. The Artist may, at its option, treat the Client’s breach of this clause 5 as a cancellation by the Client under clause 8.1. In addition to any other charges due under clause 8.1, the Client will be responsible for:

1. the reasonable cost of repairing any damage to, or replacing any, property of the Artist (to the extent that such cost is not covered by the Artist’s insurance policies); and

2. any loss of revenue actually suffered by the Artist, that arises as a direct consequence of the Client’s failure to comply with this clause 5 (to the extent that such loss of revenue is not covered by the Artist’s insurance policies).

Standard requirements. By entering into the Contract, the Artist confirms to the Client that:

1. it will provide a performance that is to the best of its ability, and reflects fully the likeness of the Artist's show, as known by the Agent, and as advertised to the Client via distribution of the Artist's promotional materials, pictures, videos, audio recordings, and web page, etc.;

2. it will make every effort to ensure its performance is outstanding, adheres to the Client’s wishes within all reasonableness, be polite and courteous with the Client, its guests, and all Venue staff and contractors;

3. it will communicate promptly and reliably as reasonably required by the Client and Agent;

4. it will properly record all communications, requests and directions from the Agent and Client in order to ensure the reasonable wishes of the Client are met at the Event;

5. (for musical bookings only):

   1. it will try its best to follow the musical preferences of the Client in relation to the selection of songs from the Artist’s advertised repertoire to be performed at the Event, but does not guarantee that all requests can be met, or that any specific order of songs can be met; and

   2. it will perform all special song requests that are integral to the booking negotiation (e.g. a specific song to be performed for the arrival of the bride), provided that they have been agreed as part of the initial booking and are highlighted on the Booking Form;

6. it will provide all equipment required to undertake the Performance, unless the equipment has been contractually agreed to be provided by the Client or a third party. It is the Artist's responsibility to ensure the good working order and safety of its own equipment, and to obtain all necessary insurances and certification;

7. it will hold suitable vehicle breakdown cover which includes ‘onward travel’ to ensure it can be towed to the Event if required and if feasible;

8. its fee is inclusive of all expenses (except those that have been itemised or accounted for separately in this Contract), including holiday entitlements, travelling expenses to and from the venue, VAT, tax, N.I. etc. and covers all payments whatsoever due to all members comprising the Artist (if the Artist is more than one person);

9. it will refrain from the excessive drinking of alcohol before, during and after the Performance and at all times when the Client or its guests are present;

10. it will not under any circumstances partake of any illegal drug use on the Performance Date, or whilst at the Venue, or whilst in the presence of the Client, its guests, Venue staff or other associated suppliers or artists;

11. it will comply with all rules and regulations of the Venue made known to it;

12. it will not display any other conduct deemed anti-social, illegal, nor reflecting badly upon themselves, the Agent or the Client;

13. at the time of agreeing to this Contract, it will not be under any contract or other obligation to a third party that might preclude it from carrying out the Performance;

14. it will be suitably dressed during the Performance in line with the Artist’s image and/or act;

15. it will not distribute business cards or any promotional materials bearing alternative stage names or its personal telephone number and/or address, or any other contact details (other than those of the Agent), to the Client and its guests or to the Venue and its staff or contractors;

16. it is not employed by the Agent or Client and it is solely responsible for its own accounting and the payment of VAT and other taxes arising in connection with the Performance and for all National Insurance contributions in respect of each member of the Artist; and

17. it maintains its own Public Liability Insurance (a minimum cover of £10,000,000) and its own equipment and vehicle insurance, and carries out regular P.A.T. testing of its equipment.

Sound limiters and volume. In the case of musical bookings, the Artist will deliver the Performance in the manner, and at a volume, that suits the style of music that it performs. The volume and sound level of any equipment can be adjusted as the Client reasonably requests, should the Client request such an adjustment, or as the Venue may require. Where the Venue’s sound and volume requirements are not made known to the Artist at the time of the booking, or where the Client requests the adjustment, the Artist cannot guarantee the quality of the Performance, and there will be no reduction in, or refund of, the Balance where the Performance is affected due to the Artist complying with this clause 6.2.

Variations to these requirements. These requirements can be varied on agreement (including as to the cost implications of any such variation) between the Client and the Artist separately in writing. The Agent must be informed of any separate agreement between the Client and the Artist.

Breach of this clause. The Client may, at its option, treat the Artist’s breach of this clause 6 as a cancellation by the Artist under clause 8.2.

Where to find the Total fee for the booking. The Total fee is stated on the Booking Form.

What is included in the Total fee. The Total fee includes:

1. the Deposit;

2. the Balance

What is included in the Balance. The Balance includes:

1. the Artist’s fee for the Performance;

2. VAT (where applicable); and

3. (unless otherwise specified in the Booking Form) the Artist’s expenses (including, but without limitation, costs of travel, all additional equipment, parking, accommodation, dressing rooms and technical requirements).

What is not included in the Balance. The Balance does not include:

1. refreshments (see Artist Food & Drinks Requirements on the Booking Form);

2. extended performance fees or late finish fees (see clause 7.4 below);

3. cancellation fees (see clause 8 below);

4. additional expenses agreed between the Client and the Artist that are not stated on the Booking Form or which are expressly stated to be excluded from the Balance; and

5. compensation for breaches of the Contract.

The Balance may vary. The Balance may change in the following circumstances:

1. Extended performances. If the Artist is requested, and agrees, to perform for longer than the time specified on the Booking Form, the Client will pay to the Artist an extended performance fee equivalent to the pro-rated Balance + 20%. This extended performance fee is payable on the Performance Date.

   For example only, if the Artist was originally booked for a 2-hour performance costing £1,000 in total, and agrees to extend the performance by 30 minutes (i.e. a further 25%), the extended performance fee would be: £250 (25% of the Balance on account of an extra 25% of performance) plus £50 (20% of the overtime fee) = £300.

2. Late finishes. If the Event runs late and the Artist is asked, and agrees, to finish later than the finish time stated on the Booking Form, the Client will pay to the Artist a late finish fee equivalent to 10% of the Balance for every 30 minutes over run. This late finish fee is payable on the Performance Date directly to the Artist.

3. Earlier arrival. If, after booking is confirmed, the Client requires the Artist to arrive earlier than contracted, and the Artist agrees, the Balance may increase to account for the Artist’s additional time at the Venue. This will be agreed between the Agent, Artist and Client.

The Artist has the right to refuse to extend the Performance, finish late or arrive early without penalty. There will be no reduction in the Balance if the Event runs late such that the Artist is unable to complete the Performance, unless the Event runs late due to the actions of the Artist.

When the Client must pay. The Client must pay:

1. The Deposit. The Deposit shown on the Booking Form is payable by the Client to the Agent within 5 working days of the Client confirming the booking. The Deposit is non-refundable, save for in the specific circumstances set out in the Contract and as required by law.

2. The Balance. Unless agreed otherwise, the Balance is payable by the Client directly to the Artist on or before the Performance Date. Where the Client and Artist have agreed that the Balance is to be paid entirely via the Agent, either in advance of, or after, the Performance Date, the Agent will have no liability to the Artist for late or missed payments where the Client has not paid the balance to the Agent in full.

3. Additional fees. Any additional expenses and fees not stated on the Booking Form or not included in the Balance, as agreed between the Client and the Artist, are payable to the Artist on the Performance Date unless agreed otherwise.

How the Client can pay. Payment of the Deposit, and any advance payment of the Balance agreed to be paid via the Agent, can be made by debit/credit card or bank transfer (details provided on the invoice) or cheque (made out to the Agent). Payment of sums directly to the Artist can be made in cash or by cheque on the Performance Date, or in advance by bank transfer (the Client should inform the Agent if it would like to make advance payment directly to the Artist).

Interest may be charged by the Artist. If the Client does not make a payment by the due dates specified in the Contract, and if the Artist has not agreed extended payment terms, then interest at the rate of 3% above the base lending rate of the Bank of England from time to time will be charged on the overdue amount. This interest will accrue on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgement. The Client must pay interest together with any overdue amount.

What to do if an invoice may be wrong. If an invoice appears to be wrong, please contact the Agent promptly. No interest will be charged until the dispute is resolved. Once the dispute is resolved interest will be charged on correctly invoiced sums from the original due date.

Cancellation by the Client:

All cancellations by the Client must be made in writing to the Agent, and the Client must ensure that it receives a written acknowledgement of the cancellation from the Agent, who will notify the Artist. All cancellations will be subject to the following terms:

1. The Client’s right to end the Contract. The Client is entitled to cancel the booking in the following circumstances:

   1. Where the Performance date is more than 30 days after booking confirmation, cancellation can be made within 5 working days of booking confirmation, in which case the Deposit will (at the request of the Client) be refunded to the Client or be credited against the deposit due on another booking made via the Agent in the following 24 months;

   2. Where the Performance date is less than 30 days after booking confirmation, cancellation can be made within 24 hours of booking confirmation, in which case the Deposit will (at the request of the Client) be refunded to the Client or be credited against the deposit due on another booking made via the Agent in the following 24 months;

   3. in the circumstances set out in clause 2.2;

   4. in accordance with its rights in clause 9; and

   5. on the occurrence of a Force Majeure Event (in which case clause 13 applies).

2. All other cancellations and the cancellation fee. In all other instances, if the Client cancels the Contract it will be liable to pay a cancellation fee, which will be calculated as follows:

   1. Up to 18 months before Performance Date = loss of Deposit only;

   2. Between 18 and 12 months before the Performance Date = loss of Deposit + cancellation charge of 25% of the remaining balance excluding travel costs;

   3. Between 12 and 6 months before the Performance Date = loss of Deposit + cancellation charge of 50% of the remaining balance excluding travel costs;

   4. Between 6 and 3 months before the Performance Date = loss of Deposit + cancellation charge of 75% of the remaining balance excluding travel costs; and

   5. Within 3 months of the Performance Date = loss of Deposit + cancellation charge of 100% of the remaining balance excluding travel costs.

   The cancellation fees set out above compensate the Artist for its anticipated loss of revenue from the Event and take into account the anticipated likelihood of the Artist securing an alternative booking for the Performance Date.

3. Payment of cancellation fee. The cancellation fee will be calculated by the Agent and notified to the Client shortly following receipt of the Client’s written cancellation. Cancellation fees must be paid to the Agent within 14 days of the Performance Date. The Agent undertakes to forward such payment on to the Artist within 7 days of receipt of cleared funds.

4. What happens if an alternative booking is secured. The Artist and the Agent will use reasonable endeavours to secure an alternative booking for the Artist on the Performance Date at a commercially reasonable price. If the Artist does secure an alternative booking on the Performance Date then the cancellation charge will be reduced to the loss of Deposit plus the difference between the Balance and the equivalent amount for the alternative booking (if any). Refunds of cancellation charges will be paid to the Client within 14 calendar days following the Performance Date.

Cancellation by the Artist:

All cancellations by the Artist must be made in writing to the Agent, and the Artist must ensure that it receives a written acknowledgement of the cancellation from the Agent, who will notify the Client. All cancellations will be subject to the following terms:

1. The Artist’s right to end the Contract without charge. The Artist is entitled to cancel the booking without charge in the following circumstances:

   1. Where the Performance date is more than 30 days after booking confirmation, cancellation can be made within 5 working days of booking confirmation, in which case the Deposit will (at the request of the Client) be refunded to the Client or be credited against the deposit due on another booking made via the Agent in the following 24 months;

   2. Where the Performance date is less than 30 days after booking confirmation, cancellation can be made within 24 hours of booking confirmation, in which case the Deposit will (at the request of the Client) be refunded to the Client or be credited against the deposit due on another booking made via the Agent in the following 24 months;

   3. in the circumstances set out in clause 2.2, in which case the Deposit will (at the request of the Client) be refunded to the Client or be credited against the deposit due on another booking made via the Agent in the following 24 months;

   4. failure by the Client to pay any amount of the Balance by its stated due date, in which case the Client will be liable to pay the cancellation fees set out in clause 8.1(b) in such circumstances.

2. Cancellation fees. If the Artist cancels the Contract for any other reason, it will be liable to pay the following cancellation fees:

   1. to the Client where a replacement artist is found in accordance with clause 8.2(c) below, the difference (if any) between the Balance and the fee charged by the replacement artist (if such fee is higher than the Balance), up to a maximum higher price difference of 20% of the Balance; or

   2. to the Client where a replacement artist is not found in accordance with clause 8.2(c), all sums paid in advance on account of the Balance, whether paid to the Agent or the Artist, and the Deposit within 7 days of the Client’s notification that it does not want to use a replacement artist.

3. Artist replacement on cancellation. On the Client’s request, the Agent will attempt to find a suitable replacement artist of similar standard, style and cost in the event of a cancellation by the Artist. Should a replacement artist be found to the Client’s reasonable satisfaction, there will be no refund of any part of the Balance already paid (if any), which will be applied towards the fee for the replacement artist. Should a replacement artist charge a lower fee, the Agent will recalculate the Deposit and the Balance accordingly in respect of the replacement artist (which, in the case of the recalculation of the Deposit, may involve a different percentage value and/or booking fee). If the recalculated Deposit is lower than the original Deposit, the difference between the two will be credited against the deposit due on another booking made with the Agent within the 24 months following the Performance Date.

Cancellation by the Agent:

The Agent, in its absolute discretion (based on its longstanding knowledge of the Artist and industry norms), where it reasonably considers it to be in the Client’s or the Artist’s best interest, may cancel the Contract on written notice to the Artist and the Client, subject to the following terms:

1. The Agent’s right to end the Contract. The Agent, in its absolute discretion, is entitled to cancel the Contract in the following circumstances:

   1. where the Artist or the Client, at any time within an 18-month period breaks the terms of two or more contracts for events booked with other clients or artists (as applicable) of the Agent, for any reason not covered by the applicable Force Majeure clause;

   2. where the Artist or the Client repeatedly fails, when asked, to communicate promptly or reliably with each other, the Agent, or any other person fundamental to the satisfactory and complete performance of this Contract;

   3. where the Artist fails to provide evidence satisfactory to the Agent of its insurance coverage and P.A.T certification;

   4. where the Agent reasonably believes that the Artist will not attend the Event or will not carry out the Performance to a suitable standard or as expected based on the likeness of the Artist as known to the Agent via the Artist's promotional materials at the time of the Contract is made; or

   5. where the Agent reasonably believes that the Client will not pay the Artist, or will not provide a safe environment in which the Artist can perform.

2. Consequences of cancellation by the Agent. If the Contract is cancelled by the Agent, that will be deemed to be a cancellation by the Artist or Client (as applicable) without cause and the provisions of clauses 8.1 and 8.2 above (as applicable) will apply.

Application of this clause. This clause specifically addresses the use by the Artist of alternative or substitute performers within its act. It does not apply to the use of any replacement artist by the Client in the event that the Artist or Agent cancels the Contract. The terms on which any replacement artist is engaged will be set out in a separate contract.

Line-up. Wherever possible, the Artist will utilise the line-up as represented to the Agent and the Client, unless the need arises to substitute a performer due to unforeseen circumstances. However, the Client acknowledges that the Artist’s line-up is subject to change between the booking and the Event and that this will occur without notice to the Client unless the Artist is of significant celebrity.

Use of substitute performers. The Artist may have substitute performers ‘on-call’ and reserves the right to use one or more of these should the need arise. The Artist agrees that any substitute performers utilised will have equivalent ability to the performer replaced and will represent the Artist to the customary manner in which the Artist has portrayed itself to the Agent and the Client.

No right to Artist cancellation. If a member of the Artist’s line-up becomes unavailable and a suitable substitute performer is available to fulfil the booking under the agreed terms, the Artist must use the substitute performer and may not cancel the Contract under clause 8.2.

No reduction in fee or grounds for cancellation. The Client is not entitled to a reduction in the Deposit or Balance in the event that a substitute or alternative performer or performers is/are used, and neither will the use of a substitute or alternative performer constitute grounds for cancellation unless any of the following apply:

1. the performer replaced is a celebrity or (for musical Performances) the lead singer, save for where the Client is notified in advance (whether via the Agent’s website or directly by the Agent or the Artist) that such replacement may occur, in which case clause 9.6 below will apply; or

2. (for musical Performances) the Performance is substantially different to that which was advertised; or

3. the substitute performer is not, in the reasonable opinion of the Agent, based on evidence provided by the Client (e.g. mobile phone video footage or other evidence), of the same professional competence as the performer who is replaced.

What happens when the Artist’s line-up significantly changes. Where the Artist permanently changes a performer who is a celebrity or its lead singer, the following terms apply:

1. the Artist must inform the Agent of the change immediately and provide new promotional materials as soon as reasonably practicable;

2. the Agent will promptly inform the Client of the change and provide the new promotional materials as soon as it receives them from the Artist;

3. if the Client accepts the change, it should notify the Agent and there will be no change to the Contract;

4. if the Client does not accept the change, it should notify the Agent, who will attempt to resolve the issue with the Artist or secure a replacement artist of reasonably similar standard, style and cost to the Artist;

5. if the replacement artist is acceptable to the Client:

   1. the Deposit, and any prepaid sums, will apply to such replacement artist; and

   2. the Client will be responsible for the extra cost of the replacement artist (if any), or if the replacement artist is of a lower value, the Deposit will be retained, but the Client will be refunded any amount of the Balance paid in advance on a pro-rata basis; or

6. if the replacement artist is not acceptable to the Client, the Client may cancel the Contract and all advanced payments in respect of the Balance (if any) will be refunded, but the Deposit may be retained (in full or in part).

The Client must inform the Agent if it does not accept an alternative/substitute performer or a replacement artist. Failure to do so will be deemed to be an acceptance of such alternative/substitute performer or replacement artist, and the Client may be required to pay a higher Balance.

Photographs and films by the Client. Unless the Artist has expressly prohibited the taking of photographs or video of the Performance on the Booking Form (see the Booking Notes section) then the Artist grants the Client the right to take photographs and video of the Performance for personal use only, or for the purpose of documenting the Event. The Client may not use any photos or video of the Performance for any commercial purpose without the prior written consent of the Artist.

Photographs and films by the Artist. Unless the Client has expressly prohibited the taking of photographs or video of the Event (including the Performance), whether via the Booking Form or by informing the Agent or the Artist directly, or unless prohibited by the Venue, then the Client consents that the Artist may take photographs and video footage at the Event for use in the promotional and marketing activities of the Artist, subject always to the Right to Removal set out in clause 10.4 below. The Artist undertakes that any photographs and/or video taken will not represent the Client and its guests, or the Venue and its staff, in a derogatory manner.

Assignment of copyright. The Client assigns to the Artist any interest in the copyright in the photographs and/or video which the Artist takes and waives any right to any payment for the use of any of the photographs and/or video. The Client agrees that this clause 10.3 is for the benefit of the Artist and any licensee or assignee of the Artist

Right to Removal.

1. If the Client is unhappy with any or all of the photographs and/or video taken by the Artist at the Event, they may request that the Artist remove them and that they are not used again in the future.

2. The Artist will comply with any request to remove photographs and/or video as soon as is reasonably practicable, including removal from any third-party locations where possible.

3. The Client accepts that it may not be possible to remove an image or video from a location that the Artist does not directly control, or from published documents in which they have already appeared.

Responsibility of each party. Each of the parties to this Contract must use its reasonable care and skill in complying with its various obligations in this Contract.

Consequences of non-compliance. If a party fails to comply with this Contract, it will be responsible for loss or damage suffered by the other parties that is a foreseeable result of that non-compliance, but it will not be responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, the parties knew that it might happen, for example, if it was discussed during the sales process.

The total amount of losses that can be recovered is capped. No party will be responsible for any losses of the other parties that, whether on its own or taken together with other losses, exceed the Total price of the Contract unless such loss(es) is(are) caused by the negligence of a party or a deliberate act taken in bad faith by a party.

No liability for Client’s business losses. Neither the Agent nor the Artist will have any liability to the Client for any loss of profit, loss of business, business interruption, or loss of business opportunity suffered by the Client.

No exclusion or limitation of liability where it is unlawful to do so. There is no limitation to the liability of any party for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation or for breach of statutory rights.

Summary of the Client’s legal rights. For detailed information of the legal rights available to the Client, please visit the Citizens Advice website (www.adviceguide.org.uk) or call 03454 04 05 06.

Use of the Client’s personal data. The Agent will only use the Client’s personal data as set out in the Agent’s privacy policy (available here: https://www.alivenetwork.com/privacy-policy). The Artist will only use the Client’s personal data in order to attend the Event and carry out the Performance and to otherwise exercise its rights, and comply with its obligations, in this Contract. The Client should contact the Artist for more information if desired.

What is a Force Majeure Event. A "Force Majeure Event" occurs when a party is unable to comply with its obligations under this Contract for a reason outside of its reasonable control (such as war, fire, death, illness or other incapacity certified by a properly qualified medical practitioner, epidemic, accident, civil commotion, national calamity, order of Government or Local Authority having jurisdiction in the matter, a member of the Armed Forces being called up for active duty, changes in law, foreign government policy and act of God). It will generally, but not necessarily, be unforeseeable.

What is not a Force Majeure Event. It is only a Force Majeure Event when the person named as the Client is sick or dies (or, in the event of a wedding, the intended spouse is sick or dies) and not when any other attendee(s) at the Event is(are) sick or dies unless due to an epidemic or other similar event with broad effect. Where the Event is a wedding, “cold feet” or any other separation (whether temporary or permanent) of the wedding party is not a Force Majeure Event. Finally, where the event arises due to the act or omission of the affected party, or any person authorised by it, that is not a Force Majeure Event.

What happens if there is a Force Majeure Event. On the occurrence of a Force Majeure Event, the affected party should notify the Agent immediately in writing or via the Agent’s emergency telephone number (detailed on the Booking Form). The Agent will notify the other party and will work with both parties to try to resolve, or lessen the effect of, the Force Majeure Event. Any obligation of the affected party that can no longer be performed due to the Force Majeure Event will be delayed until the Force Majeure Event ends, or the Contract is cancelled in accordance with the terms of clause 13.4. In all instances of a Force Majeure Event, the affected party must make a reasonable effort to lessen the effect or duration of the Force Majeure Event.

Cancellations due to a Force Majeure Event.

1. Cancellation by the Client due to a Force Majeure Event.

   1. If a Force Majeure Event affecting the Client is so substantial in its effect, or occurs so close to the Performance Date, that the Client cannot reasonably be expected to continue with the Event, then it may choose to cancel the Contract in accordance with the terms of this clause 13.4(a).

   2. If the Client chooses to cancel the Contract, it must inform the Agent, and the Client must ensure that it receives a written acknowledgement of the cancellation from the Agent, who will notify the Artist.

   3. If the Contract is cancelled due to a Force Majeure Event, the Deposit may not be refunded in full, but the Agent will refund all other sums paid to it in advance on account of the Balance.

   4. The Client may choose to still host the Event, but on a smaller scale. If the Artist agrees to still perform, this will be treated as a cancellation and re-booking of the Artist and the Balance and Deposit will be adjusted accordingly. If the Artist does not agree to still perform, the terms of clause 13.4(b) will apply.

2. Cancellation by the Artist due to a Force Majeure Event.

   1. If a Force Majeure Event affecting the Artist is so substantial in its effect, or occurs so close to the Performance Date, that the Artist cannot reasonably be expected to continue with the Performance, then it may choose to cancel the Contract in accordance with the terms of this clause 13.4(b).

   2. If the Artist chooses to cancel the Contract, it must inform the Agent, and the Artist must ensure that it receives a written acknowledgement of the cancellation from the Agent, who will notify the Client.

   3. The Agent will attempt to find a suitable replacement artist of similar standard, style and cost, and will attempt to contact the Client to notify it of the situation and any replacement artist options, but the Agent cannot guarantee a like-for-like replacement artist.

   4. If the Client agrees to a replacement artist, the Client will be liable to pay the difference in cost of the replacement artist, if there is one. If a replacement artist is of lower value, the Agent will recalculate the Deposit applicable to that replacement artist (which may involve a different percentage value and/or booking fee). If the recalculated Deposit is lower than the original Deposit, the difference between the two will be credited against the deposit due on another booking made with the Agent within the 24 months following the Performance Date.

   5. Where the Agent finds a suitable replacement artist but the Client refuses such replacement artist, all sums paid in advance on account of the Balance will be refunded but the Client may not be refunded the full amount of the Deposit.

   6. The Client accepts that the Agent may not be able to source a replacement Artist at very short notice and, should this be the case, all sums paid in advance on account of the Balance will be refunded but the Client may not be refunded the full amount of the Deposit.

How to complain. Please contact the Agent using the details given in clause 1.6 above. Complaints about the Performance must be made within 30 days following the Performance Date.

The Agent as mediator. The Agent cannot be held responsible for the actions or failures of either the Client or Artist, but will use commercially reasonable endeavours to settle disputes without the need for either party to take legal action against each other and to come to an amicable agreement over any refund or expense which may be due. Once a written complaint has been made by the Client or the Artist, the Agent will contact the other party to discuss the complaint and request a written statement detailing their version of events.

Non-settled complaints. If the Agent cannot settle the dispute to the mutual satisfaction of both the Client and Artist, both parties will be entitled to take further legal advice and pursue any course of action that they deem necessary.

No set-off or discount. The Client will not be entitled to set-off any discount it feels it is due against the payment of the Balance and must still pay the Balance in full when due. Failure to pay the Artist in accordance with this Contract will incur the charges outlined in clause 7.7 above. Where settlement is agreed, this will be refunded by the Artist.

Complaints in respect of an altered Contract. Any dispute between the Client and the Artist based on changes to the Contract/Performance that were agreed by both the Client and the Artist, but not confirmed by the Agent in writing, will be dealt with between the Client and the Artist directly and the Agent will not mediate over such dispute.

Transfers of the Contract. No party may transfer its rights and/or obligations under this Contract to any third party without the previous consent of the other parties.

Third party rights. Apart from the Agent, where specified in the Contract, no third party will have any rights to enforce any part of this Contract.

If a court finds part of this Contract illegal, the rest will continue in force. Each clause of this Contract operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining clauses will remain in full force and effect.

A delay in enforcement does not prohibit later enforcement. If any part of this Contract is not immediately enforced on breach, that does not mean that the obligation has been waived and it may still be enforced at a later date. For example, if the Client misses a payment and is not immediately chased for it, but continues to receive services from the Agent and/or the Artist, it can still be required to make the payment at a later date.

Which laws apply to this Contract and where you may bring legal proceedings. This Contract is governed by English law and you can bring legal proceedings in respect of the services in the English courts. If you live in Scotland you can bring legal proceedings in respect of the services in either the Scottish or the English courts. If you live in Northern Ireland, you can bring legal proceedings in respect of the services in either the Northern Irish or the English courts.

Definitions. In these Terms, the following definitions apply:

“Agent” - means Alive Network Limited, a company registered in England and Wales with company registration number 04084200 and its registered office at Silk Mill Studios, Princess Street, Newcastle-under-Lyme, Staffordshire ST5 1DD.

“Artist” - means the band, disc jockey, magician or other performer booked by the Client under this Contract, as set out on the Booking Form, including any substitute or replacement performer.

“Booking Form” - means the front sheet to these Terms setting out the key terms of the Contract (including any riders and schedules to the Booking Form).

“Client” - means the person(s), firm or company booking the Artist, and for whom the Artist will perform, as stated on the Booking Form.

“Contract” - means together the Booking Form, these Terms and any other written agreement made between the Artist and the Client concerning the Performance and made known to the Agent.

“Deposit” - means the amount due from the Client to the Agent to secure the Artist exclusively for the Event, as detailed on the Booking Form.

“Event” - means the Client’s event at which the Artist will perform.

“Force Majeure Event” - means an event that is outside the reasonable control of a party that prevents that party from being able to comply with its obligations under this Contract, such as (without limitation) war, fire, death, illness or other incapacity certified by a properly qualified medical practitioner, epidemic, accident, civil commotion, national calamity, order of Government or Local Authority having jurisdiction in the matter, changes in law, foreign government policy and act of God.

“Performance” - means the Artist’s performance at an Event.

“Performance Date” - means the date of the Performance as set out on the Booking Form.

“Balance” - means the fee for the Artist, as set out on the Booking Form, payable by the Client in accordance with these Terms, subject to adjustment in the circumstances set out in these Terms.

“Terms” - means these terms and conditions.

“Venue” - means the location at which the Event is held and where the Artist will perform, as stated on the Booking Form.

Interpretation. Unless the context otherwise requires:

1. Use of the singular includes the plural;

2. Reference to one gender includes all genders;

3. Reference to “a person” includes a reference to a company, firm or unincorporated association;

4. Use of the words “including”, “in particular” and any other similar words or expressions will be illustrative only and will not limit the sense of the words, description, definition, phrase or term preceding those terms; and

5. Use of the words “writing” or “written” includes email.

Re-engagement of the Artist. For a period of 18 months from the Performance Date, the Client must negotiate all additional bookings of the Artist with the Agent only. If the Artist is approached by the Client or one of its guests or other suppliers (including the Venue) with a view to securing the Artist’s performance at an event, then the Artist will refer the approach to the Agent and will notify the Agent immediately. The Artist will account to the Agent an amount equivalent to the deposit (calculated as per the Deposit) due to it for any event booking made in contradiction of this clause 1.3.

Contacting the Parties.

1. The Agent represents the Artist in its business dealings and helps to manage its bookings efficiently. Therefore the Client should contact the Agent in the first instance with any instructions, requests or queries about the Event or the Performance so that they can be logged on the Agent’s booking system.

2. The Agent can be contacted by telephoning 01782 740839 (or such other number as the Agent may advise) or by writing to enquiries@alivenetwork.com or Silk Mill Studios, Princess Street, Newcastle-under-Lyme, Staffordshire ST5 1DD.

3. The Agent will provide the direct contact details of the Artist and the Client to each other approximately four weeks before the Performance Date so that both parties can make arrangements for the Event and the Performance. Where requested and/or required, the Agent will facilitate direct communication between the Client and the Artist earlier than four weeks before the Performance Date. In all cases, any significant requests or changes to the booking must be communicated to the Agent immediately.

4. It is the responsibility of the Artist and the Client respectively to ensure that they are contactable at all times by the Agent and respond promptly to any such contact. The Agent will always make reasonable efforts to contact a party, including via the Venue or any other point of contact for the applicable party that the Agent may have on record, and is not responsible where, despite such efforts, it has not been able to contact a party.

5. If the Agent is unable to contact a party, the Artist and the Client authorise the Agent to take such steps as it may reasonably consider suitable to ensure that the Event continues with as little disruption as possible, up to and including booking a replacement artist.

Booking confirmation. The Agent will confirm the booking in writing to the Client and the Artist immediately following its receipt of the agreement of both the Client and the Artist to the booking. The Contract will come into force from receipt of the booking confirmation, and the Agent will send out the Contract for signing by both the Client and the Artist. The Client and the Artist should sign their respective copies of the Contract and return it to the Agent as soon as possible to indicate their acceptance to these Terms, but failure by the Client or the Artist to sign and/or return the Contract does not constitute a cancellation of the booking nor the rejection of these Terms. Bookings can only be cancelled in accordance with clause 6 of these Terms.

Mistakes in the Contract. It is the responsibility of the Client and the Artist to ensure that the Booking Form is accurate (e.g. that the Balance, Performance Date and Venue are correct). Errors on the Booking Form should be notified to the Agent without delay, and in any event no later than 7 days following the booking confirmation, except where the Performance Date is within 7 days of booking confirmation, in which case the Agent must be notified within 24 hours of booking confirmation. Where possible, the Agent will attempt to rebook the Artist, but should this not be possible, the Artist or the Client may cancel the Contract. If the Contract is cancelled under this clause 2.2, the cancellation fees in clause 6 will not be payable, but the Deposit remains payable and may not be refunded.

Booking Notes. The Agent, on behalf of the Artist, may agree with the Client special conditions in respect of a Performance. Such special conditions will be set out in the Booking Form, in the “Booking Notes” section, and will apply to the Contract. Should there be any conflict between these Terms and the information and/or special conditions set out on the Booking Form, the Booking Form will take precedence.

Altering the Contract and/or the Event. If either the Artist or the Client wish to alter the Contract or the Event, the following provisions apply:

1. All negotiations between the Client and the Artist in respect of an alteration should be done through the Agent where possible.

2. If agreement is reached on a proposed alteration, the Agent will confirm any changes to the Deposit and Balance, the timing or any other matter with the Client and the Artist.

3. If agreement cannot be reached on a proposed alteration, the Contract will continue in its original form unless specifically ended by the Client or the Artist in writing in accordance with clause 6.

4. Matters that arise on the Performance Date (whether unavoidable situations or pursuant to clause 5.4) can be resolved by the Client and the Artist directly, but the Agent must be notified as soon as possible of the outcome.

5. Where changes agreed between the Client and Artist incur additional costs to the Client, the Artist accepts full responsibility for arranging the collection of all additional fees. The Agent will recalculate the Deposit based on the Artist’s fee for the varied Event, and the Artist will account to the Agent for all additional monies chargeable on the recalculated Deposit (if any) within 7 days of the Performance Date, whether or not such monies have been received from the Client.

Save for in the specific instances set out elsewhere in this Contract, any alterations to this Contract must be carried out in accordance with this clause 2.4 otherwise such alterations will be invalid.

Keeping the Contract safe. The Agent will keep an electronic copy of the Contract for its records. The Artist and the Client should keep their own copies of the Contract for their own records, but the Agent will provide copies of the Contract upon request.

No other terms apply. These Terms apply to the Contract to the exclusion of any other terms that the Client or Artist seek to impose or incorporate, or which are implied by trade, custom, practice or course of dealing. No representation, undertaking or warranty that is not set out in this Contract will apply to the Contract, and this Contract contains the entire agreement of the Agent, Artist and Client in respect of the Performance.

Standard requirements. By entering into the Contract, the Client confirms to the Artist that it will:

1. take reasonable steps to prevent:

   1. the use of the Artist’s equipment and instruments by other performers or persons without the consent of the Artist;

   2. the loss, damage or theft of the Artist’s equipment and instruments by the Client or its guests or agents for the duration of time that the Artist is at the Venue; and

   3. aggressive or abusive behaviour towards the Artist by the Client or its guests and agents and, should such behaviour occur, the Client will remove the perpetrator;

2. ensure that the Venue:

   1. has a safe source of power;

   2. has a safe area for the Performance

   3. is suitable for the Artist and all its equipment and instruments, in particular (but without limitation) by confirming if the Venue has a sound limiter (and if so, what the decibel threshold is) and that the Venue holds all appropriate licenses; and

   4. has a convenient space as close as possible to the Performance area, where the Artist may legally park their vehicle(s) for loading and unloading their equipment;

3. arrange for such access to the Venue for the Artist, and its agents or subcontractors, as the Artist may reasonably request;

4. inform the Artist of any and all regulations and requirements of the Venue which may apply to it and/or the Performance; and,

5. comply with any specific requests set out in the “Booking Notes” section of the Booking Form, or other reasonable requests made known to the Client by the Artist or the Agent before the Performance.

Suitability of the Venue. It is the Client's responsibility to ensure the Venue is suitable for the Artist and non-performance of this Contract by the Artist due to Venue restrictions will not entitle the Client to any refund of, or reduction to, the Deposit or Balance, which will remain payable in full.

Variations to these requirements. The requirements of this clause 3 are the standard minimum requirements expected of the Client for their Event. Further requirements, or specific waivers of any of the standard requirements, may be agreed between the Client and the Artist (including as to the cost implications of any such variation) separately in writing. The Agent must be informed of any separate agreement between the Client and the Artist.

Breach of this clause. The Artist may, at its option, treat the Client’s breach of this clause 3 as a cancellation by the Client under clause 6.1. In addition to any other charges due under clause 6.1, the Client will be responsible for:

1. the reasonable cost of repairing any damage to, or replacing any, property of the Artist; and

2. any loss of revenue actually suffered by the Artist, that arises as a direct consequence of the Client’s failure to comply with this clause 3.

Standard requirements. By entering into the Contract, the Artist confirms to the Client that:

1. it will provide a performance with reasonable care and skill, materially reflecting the likeness of the Artist's show, as known by the Agent, and as advertised to the Client via distribution of the Artist's promotional materials, pictures, videos, audio recordings, and web page, etc.;

2. it will use its reasonable endeavours to adhere to the Client’s reasonable wishes, and will generally be polite and courteous with the Client, its guests, and all Venue staff and contractors;

3. it will communicate promptly and reliably as reasonably required by the Client and Agent;

4. it will properly record all communications, requests and directions from the Agent and Client in order to ensure that the reasonable wishes of the Client are met at the Event;

5. (for musical bookings only):

   1. it may (at the Artist’s discretion) follow the musical preferences of the Client in relation to the selection of songs from the Artist’s advertised repertoire to be performed at the Event, but does not guarantee that all requests can be met, or that any specific order of songs can be met; and

   2. it will perform all song requests that are integral to the booking negotiation, provided that they have been agreed as part of the initial booking and are highlighted on the Booking Form;

6. it will provide all equipment required to undertake the Performance, unless the equipment has been contractually agreed to be provided by the Client or a third party. It is the Artist's responsibility to ensure the good working order and safety of its own equipment, and to obtain all necessary insurances and certification;

7. it will hold suitable vehicle breakdown cover which includes ‘onward travel’ to ensure it can be towed to the Event if required and if feasible;

8. its fee is inclusive of all expenses (except those that have been itemised or accounted for separately in this Contract), including holiday entitlements, travelling expenses to and from the venue, VAT, tax, N.I. etc. and covers all payments whatsoever due to all members comprising the Artist (if the Artist is more than one person);

9. it will refrain from the excessive drinking of alcohol before, during and after the Performance and at all times when the Client or its guests are present;

10. it will not under any circumstances partake of any illegal drugs on the Performance Date, or whilst at the Venue, or whilst in the presence of the Client, its guests, Venue staff or other associated suppliers or artists;

11. it will comply with all rules and regulations of the Venue made known to it;

12. it will not display any other conduct deemed anti-social, illegal, nor reflecting badly upon themselves, the Agent or the Client;

13. at the time of agreeing to this Contract, it will not be under any contract or other obligation to a third party that might preclude it from carrying out the Performance;

14. it will be suitably dressed during the Performance in line with the Artist’s image and/or act;

15. it will not distribute business cards or any promotional materials bearing alternative stage names or its personal telephone number and/or address, or any other contact details (other than those of the Agent), to the Client and its guests or to the Venue and its staff or contractors;

16. it is not employed by the Agent or Client and it is solely responsible for its own accounting and the payment of VAT and other taxes arising in connection with the Performance and for all National Insurance contributions in respect of each member of the Artist; and

17. it maintains its own Public Liability Insurance (a minimum cover of £10,000,000) and its own equipment and vehicle insurance, and carries out regular P.A.T. testing of its equipment.

Sound limiters and volume. In the case of musical bookings, the Artist will deliver the Performance in the manner, and at a volume, that suits the style of music that it performs. The volume and sound level of any equipment can be adjusted as the Client reasonably requests, should the Client request such an adjustment, or as the Venue may require. Where the Venue’s sound and volume requirements are not made known to the Artist at the time of the booking, or where the Client requests the adjustment, the Artist cannot guarantee the quality of the Performance, and there will be no reduction in, or refund of, the Balance where the Performance is affected due to the Artist complying with this clause 4.2.

Variations to these requirements. These requirements can be varied on agreement (including as to the cost implications of any such variation) between the Client and the Artist separately in writing. The Agent must be informed of any separate agreement between the Client and the Artist.

Breach of this clause. The Client may, at its option, treat the Artist’s breach of this clause 4 as a cancellation by the Artist under clause 6.3.

Where to find the Total fee for the booking. The Total fee is stated on the Booking Form.

What is included in the Total fee. The Total fee includes:

1. the Deposit;

2. the Balance

What is included in the Balance. The Balance includes:

1. the Artist’s fee for the Performance;

2. VAT (where applicable); and

3. (unless otherwise specified in the Booking Form) the Artist’s expenses (including, but without limitation, costs of travel, all additional equipment, parking, accommodation, dressing rooms and technical requirements).

What is not included in the Balance. The Balance does not include:

1. refreshments (see Artist Food & Drinks Requirements on the Booking Form);

2. extended performance fees or late finish fees (see clause 5.4 below);

3. cancellation fees (see clause 6 below);

4. additional expenses agreed between the Client and the Artist that are not stated on the Booking Form or which are expressly stated to be excluded from the Balance; and

5. compensation for breaches of the Contract.

The Balance may vary. The Balance may change in the following circumstances:

1. Extended performances. If the Artist is requested, and agrees, to perform for longer than the time specified on the Booking Form, the Client will pay to the Artist an extended performance fee equivalent to the pro-rated Balance + 20%. This extended performance fee is payable on the Performance Date directly to the Artist.

   For example only, if the Artist was originally booked for a 2-hour performance costing £1,000 in total, and agrees to extend the performance by 30 minutes (i.e. a further 25%), the extended performance fee would £250 (25% of the Balance on account of an extra 25% of performance) plus £50 (20% of the overtime fee) = £300.

2. Late finishes. If the Event runs late and the Artist is asked, and agrees, to finish later than the finish time stated on the Booking Form, the Client will pay to the Artist a late finish fee equivalent to 10% of the Balance for every 30 minutes over run. This late finish fee is payable on the Performance Date directly to the Artist.

3. Earlier arrival. If, after booking is confirmed, the Client requires the Artist to arrive earlier than contracted, and the Artist agrees, the Balance may increase to account for the Artist’s additional time at the Venue. This will be agreed between the Agent, Artist and Client.

The Artist has the right to refuse to extend the Performance, finish late or arrive early without penalty. There will be no reduction in the Balance if the Event runs late such that the Artist is unable to complete the Performance, unless the Event runs late due to the actions of the Artist.

When the Client must pay. You must pay:

1. The Deposit. The Deposit shown on the Booking Form is payable by the Client to the Agent within 5 working days of the Client confirming the booking.

2. The balance. Unless agreed otherwise, the balance of the Balance is payable by the Client to the Agent no later than 21 days before the Performance Date. The Agent will have no liability to the Artist for late or missed payments where the Client has not paid the balance to the Agent in full.

3. Additional fees. Any additional expenses and fees not stated on the Booking Form or not included in the Balance, as agreed between the Client and the Artist, are payable to the Artist on the Performance Date unless agreed otherwise.

How the Client can pay. Payment of the deposit and any advance payment of Artist fees agreed to be paid via the Agent can be made by debit/credit card or bank transfer (details provided on the invoice) or cheque (made out to the Agent). Payment of fees directly to the Artist can be made in cash or by cheque on the Performance Date, or in advance by bank transfer (the Client should inform the Agent if it would like to make advance payment directly to the Artist).

Interest may be charged by the Artist. If the Client does not make a payment by the due dates specified in the Contract, and if the Artist has not agreed extended payment terms, then interest at statutory rate as set out by the Late Payment of Commercial Debts (Interest) Act 1998 will be charged on the overdue amount. This interest will accrue on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgement. The Client must pay interest together with any overdue amount.

What to do if an invoice may be wrong. If an invoice appears to be wrong, please contact the Agent promptly. No interest will be charged until the dispute is resolved. Once the dispute is resolved, interest will be charged on correctly invoiced sums from the original due date.

Cancellations. Unless agreed in writing otherwise and set out on the Booking Form, the parties can only cancel the Contract in accordance with the provisions in this clause 6.

Cancellation by the Client:

All cancellations by the Client must be made in writing to the Agent, and the Client must ensure that it receives a written acknowledgement of the cancellation from the Agent, who will notify the Artist. All cancellations will be subject to the following terms:

1. The Client’s right to end the Contract. The Client is entitled to cancel the booking in the following circumstances:

   1. Where the Performance date is more than 30 days after booking confirmation, cancellation can be made within 5 working days of booking confirmation, in which case the Deposit will (at the request of the Client) be refunded to the Client or be credited against the deposit due on another booking made via the Agent in the following 24 months;

   2. Where the Performance date is less than 30 days after booking confirmation, cancellation can be made within 24 hours of booking confirmation, in which case the Deposit will (at the request of the Client) be refunded to the Client or be credited against the deposit due on another booking made via the Agent in the following 24 months;

   3. in the circumstances set out in clause 2.2;

   4. in accordance with its rights in clause 7; and

   5. on the occurrence of a Force Majeure Event (in accordance with clause 11).

2. All other cancellations and the cancellation fee. In all other instances, if the Client cancels the Contract it will be liable to pay a cancellation fee, which will be calculated as follows:

   1. Up to 18 months before Performance Date = loss of Deposit only;

   2. Between 18 and 12 months before the Performance Date = loss of Deposit + cancellation charge of 25% of the remaining balance excluding travel costs;

   3. Between 12 and 6 months before the Performance Date = loss of Deposit + cancellation charge of 50% of the remaining balance excluding travel costs;

   4. Between 6 and 3 months before the Performance Date = loss of Deposit + cancellation charge of 75% of the remaining balance excluding travel costs; and

   5. Within 3 months of the Performance Date = loss of Deposit + cancellation charge of 100% of the remaining balance excluding travel costs.

   The cancellation fees set out above compensate the Artist for its anticipated loss of revenue from the Event and take into account the anticipated likelihood of the Artist securing an alternative booking for the Performance Date.

3. Payment of cancellation fee. The cancellation fee will be calculated by the Agent and notified to the Client shortly following receipt of the Client’s written cancellation. Cancellation fees must be paid to the Agent within 14 days of the Performance Date. The Agent undertakes to forward such payment on to the Artist within 7 days of receipt of cleared funds.

4. What happens if an alternative booking is secured. The Artist and the Agent will use reasonable endeavours to secure an alternative booking for the Artist on the Performance Date at a commercially reasonable price. If the Artist does secure an alternative booking on the Performance Date then the cancellation charge will be reduced to the loss of deposit plus the difference between the Balance and the equivalent amount for the alternative booking (if any). Refunds of cancellation charges will be paid to the Client within 14 calendar days following the Performance Date.

Cancellation by the Artist:

All cancellations by the Artist must be made in writing to the Agent, and the Artist must ensure that it receives a written acknowledgement of the cancellation from the Agent, who will notify the Client. All cancellations will be subject to the following terms:

1. The Artist’s right to end the Contract without charge. The Artist is entitled to cancel the booking without charge in the following circumstances:

   1. Where the Performance date is more than 30 days after booking confirmation, cancellation can be made within 5 working days of booking confirmation, in which case the Deposit will (at the request of the Client) be refunded to the Client or be credited against the deposit due on another booking made via the Agent in the following 24 months;

   2. Where the Performance date is less than 30 days after booking confirmation, cancellation can be made within 24 hours of booking confirmation, in which case the Deposit will (at the request of the Client) be refunded to the Client or be credited against the deposit due on another booking made via the Agent in the following 24 months;

   3. in the circumstances set out in clause 2.2, in which case the Deposit will (at the request of the Client) be refunded to the Client or be credited against the deposit due on another booking made via the Agent in the following 24 months;

   4. failure by the Client to pay any amount of the Balance by its stated due date, in which case the Client will be liable to pay the cancellation fees set out in clause 6.2(b) in such circumstances.

2. Cancellation fees. If the Artist cancels the Contract for any other reason, it will be liable to pay the following cancellation fees:

   1. to the Client where a replacement artist is found in accordance with clause 6.3(c) below, the difference (if any) between the Balance and the fee charged by the replacement artist (if such fee is higher than the Balance), up to a maximum higher price difference of 20% of the Balance; or

   2. to the Client where a replacement artist is not found in accordance with clause 6.3(c), all sums paid in advance on account of the Balance, whether paid to the Agent or the Artist, and the Deposit within 7 days of the Client’s notification that it does not want to use a replacement artist.

3. Artist replacement on cancellation. On the Client’s request, the Agent will attempt to find a suitable replacement artist of similar standard, style and cost in the event of a cancellation by the Artist. Should a replacement artist be found to the Client’s reasonable satisfaction, there will be no refund of any part of the Balance already paid (if any), which will be applied towards the fee for the replacement artist. Should a replacement artist charge a lower fee, the Agent will recalculate the Deposit and the Balance accordingly in respect of the replacement artist. If the recalculated Deposit is lower than the original Deposit, the difference between the two will be credited against the deposit due on another booking made via the Agent in the following 24 months.

Cancellation by the Agent:

The Agent, in its absolute discretion (based on its longstanding knowledge of the Artist and industry norms), where it reasonably considers it to be in the Client’s or the Artist’s best interest, may cancel the Contract on written notice to the Artist and the Client, subject to the following terms:

1. The Agent’s right to end the Contract. The Agent, in its absolute discretion, is entitled to cancel the Contract in the following circumstances:

   1. where the Artist or the Client, at any time within an 18-month period breaks the terms of two or more contracts for events booked with other clients or artists (as applicable) of the Agent, for any reason not covered by the applicable Force Majeure clause;

   2. where the Artist or the Client repeatedly fails, when asked, to communicate promptly or reliably with each other, the Agent or any other person fundamental to the satisfactory and complete performance of this Contract;

   3. where the Artist fails to provide evidence satisfactory to the Agent of its insurance coverage and P.A.T certification;

   4. where the Agent reasonably believes that the Artist will not attend the Event or will not carry out the Performance to a suitable standard or as expected based on the likeness of the Artist as known to the Agent via the Artist's promotional materials at the time of the Contract is made; or

   5. where the Agent reasonably believes that the Client will not pay the Artists, or will not provide a safe environment in which the Artist can perform.

2. Consequences of cancellation by the Agent. If the Contract is cancelled by the Agent, that will be deemed to be a cancellation by the Artist or Client (as applicable) without cause and the provisions of clauses 6.2 and 6.3 above (as applicable)_will apply

Application of this clause. This clause specifically addresses the use by the Artist of alternative or substitute performers within its act. It does not apply to the use of any replacement artist by the Client in the event that the Artist or Agent cancels the Contract. The terms on which any replacement artist is engaged will be set out in a separate contract.

Line-up. Wherever possible, the Artist will utilise the line-up as represented to the Agent and the Client, unless the need arises to substitute a performer due to unforeseen circumstances. However, the Client acknowledges that the Artist’s line-up is subject to change between the booking and the Event and that this may occur without notice to the Client.

Use of substitute performers. The Artist may have substitute performers ‘on-call’ and reserves the right to use one or more of these should the need arise. The Artist agrees that any substitute performers utilised will have equivalent ability to the performer replaced and will represent the Artist to the customary manner in which the Artist has portrayed itself to the Agent and the Client.

No right to Artist cancellation. If a member of the Artist’s line-up becomes unavailable and a suitable substitute performer is available to fulfil the booking under the agreed terms, the Artist must use the substitute performer and may not cancel the Contract under clause 6.3(a).

No reduction in fee or grounds for cancellation. The Client is not entitled to a reduction in the Deposit or Balance in the event that a substitute or alternative performer or performers is/are used, and neither will the use of a substitute or alternative performer constitute grounds for cancellation unless any of the following apply:

1. the performer replaced is a celebrity or (for musical Performances) the lead singer, save for where the Client is notified in advance (whether via the Agent’s website or directly by the Agent or the Artist) that such replacement may occur, in which case clause 7.6 below will apply; or

2. (for musical Performances) the Performance is substantially different to that which was advertised; or

3. the substitute performer is not, in the reasonable opinion of the Agent, based on evidence provided by the Client (e.g. mobile phone video footage or other evidence), of the same professional competence as the performer who is replaced.

What happens when the Artist’s line-up significantly changes. Where the Artist permanently changes a performer who is a celebrity or its lead singer, the following terms apply:

1. the Artist must inform the Agent of the change immediately and provide new promotional materials as soon as reasonably practicable;

2. the Agent will promptly inform the Client of the change and provide the new promotional materials as soon as it receives them from the Artist;

3. if the Client accepts the change, it should notify the Agent and there will be no change to the Contract;

4. if the Client does not accept the change, it should notify the Agent, who will attempt to secure a replacement artist of reasonably similar standard, style and cost to the Artist;

5. if the replacement artist is acceptable to the Client:

   1. the deposit, and any pre-paid sums, will apply to such replacement artist; and

   2. the Client will be responsible for the extra cost of the replacement artist (if any), or if the replacement artist is of a lower value the Deposit will be retained, but the Client will be refunded any amount of the Balance paid in advance on a pro-rata basis; or

   3. if the replacement artist is not acceptable to the Client, the Client may cancel the Contract and all advanced payments in respect of the Artist’s fee (if any) will be refunded, but the Deposit will be retained.

   The Client must inform the Agent if it does not accept an alternative/substitute performer or a replacement artist. Failure to do so will be deemed to be an acceptance of such alternative/substitute performer or replacement artist, and the Client may be required to pay a higher Balance.

Photographs and films by the Client. Unless the Artist has expressly prohibited the taking of photographs or video of the Performance on the Booking Form (see the Booking Notes section) then the Artist grants the Client the right to take photographs and video of the Performance for personal use only, or for the purpose of documenting the Event. The Client may not use any photos or video of the Performance for any commercial purpose without the prior written consent of the Artist.

Photographs and films by the Artist. Unless the Client has expressly prohibited the taking of photographs or video of the Event (including the Performance), whether via the Booking Form or by informing the Agent or the Artist directly, or unless prohibited by the Venue, then the Client consents that the Artist may take photographs and video footage at the Event for use in the promotional and marketing activities of the Artist, subject always to the Right to Removal set out in clause 8.4 below. The Artist undertakes that any photographs and/or video taken will not represent the Client and its guests, or the Venue and its staff, in a derogatory manner and that it will use reasonable endeavours to obscure or edit out any corporate or trading name, or brand or logo, of the Client from the photographs/footage.

Assignment of copyright. The Client assigns to the Artist any interest in the copyright in the photographs and/or video which the Artist takes and waives any right to any payment for the use of any of the photographs and/or video. The Client agrees that this clause 8.3 is for the benefit of the Artist and any licensee or assignee of the Artist

Right to Removal.

1. If the Client is unhappy with any or all of the photographs and/or video taken by the Artist at the Event, they may request that the Artist remove them and that they are not used again in the future.

2. The Artist will comply with any request to remove photographs and/or video as soon as is reasonably practicable, including removal from any third-party locations where possible.

3. The Client accepts that it may not be possible to remove an image or video from a location that the Artist does not directly control, or from published documents in which they have already appeared.

Responsibility of each party. Each of the parties to this Contract must use its reasonable care and skill in complying with its various obligations in this Contract. In view of this commitment, and other commitments given in the Contract, the term implied by section 13 of the Supply of Goods and Services Act 1982 is excluded from this Contract.

Liability Exclusions. Neither the Agent nor the Artist will have any liability to the Client for any:

1. loss of profit;

2. loss of business;

3. loss of business opportunity;

4. loss of anticipated savings;

5. loss of, or damage to, goodwill; and

6. indirect or consequential loss,

suffered or incurred by the Client.

Liability is capped. No party to this Contract will be responsible for any losses of the other that, whether on its own or taken together with other losses, exceed the Total price of the Contract unless such loss(es) is(are) caused by the negligence of that party or a deliberate act taken in bad faith by that party.

Liability of the parties. Each of the Artist, Agent and Client are severally liable to each other for their specific obligations in this Contract, and no party is liable for the actions or omissions of the other(s) unless such actions or omissions arise directly from a breach of this Contract by that party.

No exclusion or limitation of liability where it is unlawful to do so. There is no limitation to the liability of any party for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation or for breach of statutory rights.

Use of the Client’s personal data. The Agent will only use the Client’s personal data as set out in the Agent’s privacy policy (available here: https://www.alivenetwork.com/privacy-policy). The Artist will only use the Client’s personal data in order to attend the Event and carry out the Performance and to otherwise exercise its rights, and comply with its obligations, in this Contract. The Client should contact the Artist for more information if desired.

What is not a Force Majeure Event. Notwithstanding the definition of Force Majeure Event given in clause 1.1, the parties acknowledge that it is not a Force Majeure Event if any number of attendee(s) at the Event is(are) sick or die(s) unless due to an epidemic or other similar event with broad effect or where the Force Majeure Event arises due to the act or omission of the affected party, or any person authorised by it.

What happens if there is a Force Majeure Event. On the occurrence of a Force Majeure Event, the affected party should notify the Agent immediately in writing or via the Agent’s emergency telephone number (detailed on the Booking Form). The Agent will notify the other party and will work with both parties to try to resolve, or lessen the effect of, the Force Majeure Event. Any obligation of the affected party that can no longer be performed due to the Force Majeure Event will be delayed until the Force Majeure Event ends, or the Contract is cancelled in accordance with the terms of clause 11.3. In all instances of a Force Majeure Event, the affected party must make a reasonable effort to lessen the effect or duration of the Force Majeure Event.

Cancellations due to a Force Majeure Event.

1. Cancellation by the Client due to a Force Majeure Event.

   1. If a Force Majeure Event affecting the Client is so substantial in its effect, or occurs so close to the Performance Date, that the Client cannot reasonably be expected to continue with the Event, then it may choose to cancel the Contract in accordance with the terms of this clause 11.3(a).

   2. If the Client chooses to cancel the Contract, it must inform the Agent, and the Client must ensure that it receives a written acknowledgment of the cancellation from the Agent, who will notify the Artist.

   3. If the Contract is cancelled due to a Force Majeure Event, the Agent will refund all sums paid to it in advance on account of the Balance, but the Deposit will be retained.

   4. The Client may choose to still host the Event, but on a smaller scale. If the Artist agrees to still perform, this will be treated as a cancellation and re-booking of the Artist and the Balance will be adjusted accordingly. If the Artist does not agree to still perform, the terms of clause 11.3(b) will apply.

2. Cancellation by the Artist due to a Force Majeure Event.

   1. If a Force Majeure Event affecting the Artist is so substantial in its effect, or occurs so close to the Performance Date, that the Artist cannot reasonably be expected to continue with the Performance, then it may choose to cancel the Contract in accordance with the terms of this clause 11.3(b).

   2. If the Artist chooses to cancel the Contract, it must inform the Agent, and the Artist must ensure that it receives a written acknowledgement of the cancellation from the Agent, who will notify the Client.

   3. The Agent will attempt to find a suitable replacement artist of similar standard, style and cost, and will attempt to contact the Client to notify it of the situation and any replacement artist options, but the Agent cannot guarantee a like-for-like replacement artist.

   4. If the Client agrees to a replacement artist, the Client will be liable to pay the difference in cost of the replacement artist, if there is one. If a replacement artist is of lower value, the Agent will recalculate the Deposit applicable to that replacement artist. If the recalculated Deposit is lower than the original Deposit, the difference between the two will be credited against the deposit due on another booking made via the Agent in the following 24 months.

   5. Where the Agent finds a suitable replacement artist but the Client refuses such replacement artist, all sums paid in advance on account of the Balance will be refunded but the Client will lose the Deposit.

   6. The Client accepts that the Agent may not be able to source a replacement Artist at very short notice and, should this be the case, all other sums paid in advance on account of the Balance will be refunded but the Client will lose the Deposit.

Notice of claim. Either party should contact the Agent in writing, using the details given in clause 1.4 above, in the event that it believes the Contract to have been breached by the other party. Such notice must be received by the Agent within 30 days of the Performance Date or, if later, within 3 months following the innocent party becoming aware, or ought reasonably to have become aware, of having the grounds for a claim. This notice must give reasonable detail as to the grounds for the claim and the likely quantum of any claim for damages. The parties acknowledge that any right to make a claim in respect of an alleged breach of the Contract will be lost if the notice periods in this clause 12.1 are not followed.

The Agent as mediator. The Agent cannot be held responsible for the actions or failures of either the Client or Artist, but will use its commercially reasonable endeavours to settle disputes without the need for either party to take legal action against each other. Once a written complaint has been made by the Client or the Artist, the Agent will contact the other party to discuss the complaint and request a written statement detailing their version of events.

Non-settled complaints. If the Agent cannot settle the dispute to the mutual satisfaction of both the Client and Artist, both parties will be entitled to take further legal advice and pursue any course of action that they deem necessary.

No set-off or discount. The Client will not be entitled to set-off any discount it feels it is due against the payment of the Balance and must still pay the Balance in full when due. Failure to pay the Artist in accordance with this Contract will incur the charges outlined in clause 5.7 above.

Complaints in respect of an altered Contract. Any dispute between the Client and the Artist based on changes to the Contract/Performance that were agreed by both the Client and the Artist, but not confirmed by the Agent in writing, will be dealt with between the Client and the Artist directly and the Agent will not mediate over such dispute.

Entire agreement. This Contract constitutes the entire agreement between the parties in respect of the Performance at the Event, and supersedes any previous agreements, promises, assurances, representations and undertakings, whether written or oral, relating to its subject matter. No party will have any remedy in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this Contract.

Transfers of the Contract. No party may transfer its rights and/or obligations under this Contract to any third party without the previous consent of the other parties.

Third party rights. Apart from the Agent, where specified in the Contract, no third party will have any rights to enforce any part of this Contract.

If a court finds part of this Contract illegal, the rest will continue in force. Each clause of this Contract operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining clauses will remain in full force and effect.

A delay in enforcement does not prohibit later enforcement. If any part of this Contract is not immediately enforced on breach, that does not mean that the obligation has been waived and it may still be enforced at a later date. For example, if the Client misses a payment and is not immediately chased for it, but continues to receive services from the Agent and/or the Artist, it can still be required to make the payment at a later date.

Which laws apply to this Contract and where you may bring legal proceedings. This Contract is governed by English law and the parties agree that they can each bring legal proceedings in respect of the services in the English courts only.