TERMS OF USE

PAYING DELEGATE TERMS AND CONDITIONS

1. INTRODUCTION
   1. The Event(s) named on the Front Sheet (the “Event”) is/are organised and managed by the Seller.  In consideration of the payment of the fees as set out in the Front Sheet, the Seller grants the Customer the right to attend the Event.
   2. The Front Sheet, these terms and conditions, and any click-through terms we make available to you during an online signup process, any documentation related to your registration including the rules and regulations of the owner or operator of the venue in which the event is taking place (“Venue”) form the agreement between us in relation to the Event (the “Agreement”).
   3. For the purposes of this Agreement:

1. Delegate Pass means a pass entitling entry to the Event;
2. Customer means the company booking the Delegate Passes and the individual(s) attending the Event in their capacity as a delegate and who are issued a Delegate Pass; and
3. references to “we” “us” and “our” are references to the Seller and references to “you” and “your” are references to the Customer;
4. defined terms have the meaning given to them in the Front Sheet or elsewhere within these terms and conditions;
5. the singular includes the plural and vice versa.    

2. PAYMENT
   1. You shall make all payment(s) in the form and on or before the date(s) stated on the Front Sheet.
   2. You must pay all amounts due to us under this Agreement in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).  All sums due under this Agreement are exclusive of any applicable sales tax (including but not limited to VAT) which shall be paid by you at the rate from time to time in force.
   3. You shall make payment by credit card or bank transfer in pounds sterling (unless otherwise agreed with us in writing).
   4. The Delegate Pass only entitles you to admittance to the Event. All other costs that you may incur in association with your attendance at the Event are your responsibility, including without limitation any bank charges or transaction fees incurred in making payments, hotel bookings, or travel costs. 
   5. If payment is not received by us when due or at least 14 days prior to the first open day of the Event we shall be entitled, at our discretion to: (a) or refuse entry by you to the Event; or (b) deem that you have cancelled your participation at the Event.  
   6. If you have purchased a Delegate Pass at an early bird rate but fail to make payment by the due date the rate will expire. We reserve the right to charge you the rate applicable at the time that payment is made.
   7. We reserve the right to charge interest at the rate of 2.5% per annum over the base rate of Barclays Bank plc on overdue payments.
   8. There are no special rates for daily attendance or any other form of part attendance. Even if you attend one day or only part of the Event you will have to buy a pass for the whole Event. If you register using a special rate that is not applicable to you, you hereby give us the right to charge your card for the difference, upon us giving you notice that we do not agree with your selection of a special rate.
3. REFUNDS AND DELEGATE PASS TRANSFER
   1. You acknowledge that all Delegate Passes are non-refundable. If you do not attend the Event but have already signed up, the payment will continue to be due.
   2. Subject to our approval, you may transfer your Delegate Pass to another individual within your organisation. Such approval will not be unreasonably withheld.
   3. The transfer of the Delegate Pass will not be accepted until confirmation of transfer has been received from us.
   4. Swapping badges and any other personal credentials at the Event is prohibited. Delegates that      engage in swapping credentials will have their badges confiscated, they will be removed from the Venue and they will be banned from attending future editions of the Event.
4. CANCELLATION AND ALTERATION
   1. It may be desirable or necessary for us to alter the Event, for example, the advertised content, timing, date and/or location of the Event.  We reserve the right to do this at any time prior to the Event. In the event of such alterations, we shall have no liability to you provided the Event, as altered, is substantially similar to the Event as sold. We will provide you with notice of any alterations as soon as is reasonably practicable.
   2. We reserve the right to cancel the Event at any time and will provide you with notice of the same as soon as is reasonably practicable.
   3. Where: (i) the alterations being made are such that the Event, as altered, is not substantially similar to that as originally sold; or (ii) the Event is cancelled (other than for reasons of Force Majeure as provided under clause 9) you shall be entitled to either:
      1. a refund of any fees already paid; or
      2. a credit (for the value of any fees already paid under this Agreement) to be used for the Event as altered or any future event held by us of your choice.
5. GENERAL OBLIGATIONS OF THE CUSTOMER
   1. It is your responsibility to check and ensure that you obtain all necessary and appropriate documents for entry into the country where the Event is to be held.  This includes, but is not limited to, valid passport, visa, vaccination certificates, health and personal insurance documents for duration of the Event and for any period thereafter.  Upon request, we will provide a confirmation letter that you are attending the Event but only after payment has been received in full. We are unable to provide advice regarding entry requirements and shall not be held responsible for obtaining documentation on your behalf or for failure to obtain these.
   2. You warrant that you will comply with (i) all reasonable instructions and directions issued by or on behalf of us in connection with your participation at the Event; and (ii) any instructions or directions given in relation to the use of the venue at which the Event is being held (including any rules set out in any venue manual). We shall not be responsible for any failure or delay where such failure or delay occurs directly or indirectly as a result of your failure or delay in complying with any of our reasonable instructions or directions. If you breach the warranties given under this clause, we shall be entitled to terminate the Agreement.
   3. You shall not distribute any materials, product, pamphlets or any other advertising at the Event.
   4. You agree to provide photographic identification upon request. Failure to provide photographic identification when requested may result in you being removed from the Event;
   5. You shall not at any time do or say anything, or be associated with anything, any party or any statement, which is, or which is widely reported as being, or which may be considered by us to be detrimental or prejudicial to or to adversely affect the name, image, reputation of our business or the business of any other participant at the Event.
   6. While at the Venue, you will not (and procure a Participant will not) engage in any conduct or activity that, in our view or the view of the Venue: (i) creates a dangerous situation; (ii) puts at risk an individual’s personal security; (iii) is against public order; or (iv) which any other participant, sponsor or exhibitor at the Event may find offensive, defamatory or derogatory in anyway.
6. 7. If you act in such a way that breaches clause  5.6  or are otherwise in breach of any Venue regulations, we may terminate the Agreement.
7. COMPLIANCE
   1. We expect our Customers to uphold the highest ethical standards within their organisations. We must both comply with all applicable laws, statutes and regulations, including, but not limited to, those relating to anti-bribery, anti-corruption, anti-tax evasion and modern slavery (“Relevant Requirements”). You confirm you are knowledgeable about these Relevant Requirements and you will comply with these Relevant Requirements, together with any other policies which we may make available to you from time to time and any policies and procedures you implement to the extent required by such Relevant Requirements.
   2. We each confirm that we have not made, offered, authorised or accepted and will not make offer authorise or accept any payment, gift, promise or other advantage, whether directly or through any other person, to or for the use or benefit of any government official or any other person where that payment, gift, promise, or other advantage would comprise a facilitation payment or otherwise violate any Relevant Requirements.
   3. You will notify us immediately if you become aware of any matter that is prohibited by this clause.
   4. Any breach by you of this clause shall entitle us to terminate this Agreement immediately.
8.  EXCLUSION AND LIMITATION OF LIABILITY
   1. Subject to clause 7.3, our total liability to you, whether in contract, tort (including negligence) or otherwise, arising out of or in connection with this Agreement shall be limited to the total fee paid under this Agreement.
   2. Subject to clause 7.3, we shall not be liable to you for: (i) any loss of business, contract, revenue, profit, anticipated saving or interest or any loss of or damage to data, reputation or goodwill; or (ii) any indirect, special, exemplary or consequential damages, losses, costs, claims or expenses of any kind, even if we have been advised of the possibility of such damages or losses arising.
   3. Nothing in this Agreement shall limit or exclude a party's liability for: (i) death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors; (ii) fraud or fraudulent misrepresentation; or (iii) any other liability which cannot be limited or excluded by applicable law.
   4. You agree to indemnify us and to hold harmless to the fullest extent permitted by law against any loss or costs arising from any damage you may cause at the venue or for any breaches of this Agreement which result in us incurring additional cost, expense or liability.
9. INTELLECTUAL PROPERTY RIGHTS
   1. You acknowledge that all intellectual property and similar and related rights (including, without limitation, trade marks, copyright, design rights, know-how, confidential information and goodwill) in and relating to the Event Marks, the Event and any materials provided by or produced by us in relation to the Event shall be owned by us (or the applicable third party licensor) and you undertake not to use any such materials without our  prior written consent.
10. FORCE MAJEURE
    1. We shall not be deemed to be in breach of this Agreement or otherwise liable to you for any failure or delay in performing our obligations under this Agreement as a result of an event or series of connected events outside of our reasonable control and/or the reasonable control of our sub-contractors and/or suppliers as applicable (including, without limitation, strikes or other industrial disputes, failure of a utility service or transport network, act of God, war, riot, civil commotion, terrorism, explosion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm, earthquake, epidemic, pandemic, Royal demise, Royal succession or national mourning) (a “Force Majeure Event”).
    2. We will use reasonable commercial endeavours to minimise the effect of any Force Majeure Event on the performance of our obligations under this Agreement and to explore alternative methods (which may include, for example, a change of date or substitution of alternative benefits) to meet our obligations under this Agreement despite the Force Majeure Event.
    3. Should it not be possible or advisable, despite our endeavours under clause 9.2, for us to fulfil our obligations under this Agreement as a result of a Force Majeure Event, we shall have the right to cancel all or a portion of the Event and this Agreement shall terminate with immediate effect on written notification thereof by us. Following any such termination: (i) you shall and do hereby waive any claim for property or other damage or compensation; and (ii) there shall be no further liability on the part of either party to the other (except for rights which have accrued up to the date of the Force Majeure Event).
11. DATA PROTECTION
    1. We may process your personal data or the personal data of your representatives such as their contact information (for example, name, business telephone number, job title and business email address) for the purpose of meeting our obligations under this Agreement and for managing our general relationship.  In doing so we shall comply with applicable data protection laws.  Please see further information in our privacy notice accessible here: https://hyve.group/Privacy-notice. 
    2. Where you receive any personal data at the Event, through electronic scanning of participant badges or otherwise, you will process such data: (i) as a separate and independent controller; and (ii) in compliance with the requirements of applicable data protection laws in relation to your collection and subsequent processing of such personal data.
    3. We may use your or your representatives’ images, headshots or likenesses and we may record, film, photograph, or capture your likeness at the Event.  By attending the Event, you grant us the right to use and edit such materials without any further approval from or any payment to you or your representatives. 
    4. You can request that we delete any of the materials referred to in clause 10.3 at any time.  Upon receipt of such request, we will remove such materials, except to the extent we cannot identify any specific material to delete, the information has been created by our automatic back-up systems or has been shared, accessed and/or downloaded by others. 
12. SECURITY INSPECTIONS
    1. We and/or the Venue may conduct security searches to ensure safety at the Event.
    2. If you refuse a security search or refuse to comply with rules and security notices published at the Venue, you will be required to immediately leave the Venue or be refused access to the Venue without refund.
13. GENERAL
    1. This Agreement contains the entire agreement and understanding between the parties and supersedes all prior agreements, understandings or arrangements (both oral and written) relating to the subject matter of this Agreement
    2. If you are signing this Agreement on behalf of another individual, you confirm that you have (i) made them aware of the Agreement and (ii) authority to enter into the Agreement on their behalf.
    3. You acknowledge that you have not relied on, and shall have no remedy in respect of, any statement, representation, warranty, understanding, promise or assurance (whether negligently or innocently made) of any person other than as expressly set out in this Agreement.  Except for the representations and warranties stated in these terms and conditions, we disclaim all representations and warranties of any kind, express or implied (and whether by statute, law or a course of dealings) to the maximum extent allowed by law.
    4. This Agreement shall not create, nor shall it be construed as creating any partnership or agency relationship between the parties.
    5. No failure or delay by either party to exercise any right to remedy provided under this Agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.
    6. No variation of this Agreement shall be effective unless it is in writing, specifically references this Agreement and signed by each of us.
    7. Nobody else has any rights under this Agreement.  No other person has any rights to enforce any of its terms and the parties don’t require the agreement of any other person to change the contract.
    8. We may transfer this Agreement to someone else.  You are not permitted to assign or transfer any of your rights or obligations arising under this Agreement.
    9. If a court finds part of this Agreement illegal, the rest will continue in force. Each of the paragraphs of this Agreement operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
    10. If we have to contact you, we will do so by telephone or by writing to you at the email address or postal address you provide to us when registering.  The words 'writing' or 'written' in these terms include emails and electronic messages on platforms used for the Event.
    11. If you have any questions or complaints, you should in the first instance contact us and provide us with as full a description of the issue. We will endeavour to respond to your complaint as soon as possible and within 30 working days.
    12. This Agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales and each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim in respect thereof.

Version dated 12 August 2022