These terms and conditions (“Terms”) apply to the hire of One Moorgate Place (“Venue”) for the event(s) specified the Event Booking Form (“Event”) agreed between the Institute of Chartered Accountants in England and Wales (“ICAEW”) incorporated by Royal Charter number RC000246 and with its registered office at Chartered Accountants’ Hall, Moorgate Place, London, EC2R 6EA (“we”, “us”, “our”), and the company who sign the Event Booking Form (“you” “your”). Together, these Terms, the Event Booking Form and Payment Schedule constitute an agreement between ICAEW and you in respect of the Event(s) (“Agreement”) If there is any inconsistency between these Terms and the Event Booking Form, the provisions of the Event Booking Form shall prevail.
Your signing of the Event Booking Form is your unconditional offer to enter into a contract with us based on the terms of the Agreement. The Agreement shall come into force on the date upon which you receive written confirmation from us of the booking.
1. Terms of Payment
1.1. The deposit for the Event ("Deposit") is payable in accordance with the due date(s) set out in the Payment Schedule.
1.2. The balance of any charges in addition to those included in the Payment Schedule are due in full at least 48 hours prior to the date of the Event on the Event Booking Form (“Event Date”).
1.3. Any additional charges incurred during the Event such as refreshments served will need to be settled on the day of the Event or on immediate payment terms (once the final Event invoice has been issued).
2. Venue Hire & Catering
2.1. You confirm that you have fully and fairly disclosed the purpose for, and the nature of, the Event including, but not limited to the number of proposed guests; the full name and address of the Principal Client (if any) for whom you are acting; the nature of your and the Principal Client’s (if any) business; and any entertainment, equipment or special effects which may constitute a risk to One Moorgate Place.
2.2. We will provide to you the room(s) listed in the ‘Rooms Required’ section of the Event Booking Form (including access areas and cloakrooms) (“Rooms”) within the Venue for the purpose of the Event with adequate heating, lighting and ventilation for the period specified in the Event Booking Form (“Hire Period”) and together with the services specified in the Event Booking Form (“Services”).
2.3. During the Hire Period, and any other time before or after when you have access to the Venue, you undertake that all persons attending the Venue for the Event (your “Attendees”) will comply with the security and safety procedures that we notify to you from time to time or use of the Equipment, Room(s) and Venue. You and all Attendees shall also observe all relevant statutes relating to the Venue and all alcohol licensing.
2.4. No signage may be used at the Venue without the prior written approval of ICAEW's General Manager (please send any requests to email@example.com). Signs must be free-standing and shall not obstruct the corridors or fire exits and must comply with all other instructions we notify to you. If you fail to comply with our instructions, we reserve the right to remove the signs in our absolute discretion. You are responsible for the costs of any repair or replacement in respect of damage caused by the placing of unauthorised signs.
2.5. All promotional material using the One Moorgate Place brand must be approved by us in advance, providing us with a reasonable length of time in advance of the Event for approval.
2.6. You shall not use the Venue shall for any activities which are dangerous, offensive, noxious, illegal or immoral or which are or may become a nuisance to us, our members or the owner or occupier of any neighbouring property, or for any purpose other than the Event as described in the Event Booking Form.
2.7. We are the sole event caterer at the Venue and will provide all food and beverages unless otherwise agreed with us. Where we have provided you with written consent for other beverages to be supplied, a corkage charge shall be applicable as agreed in writing with you.
2.8. You will be responsible for pre-ordering any specific wines or other beverages for your Event. We cannot guarantee that every wine and vintage will be available at all times but will always endeavor to match unavailable wines with a comparable product and at a comparable price.
2.9. Where we agree to provide an open bar at your Event, such open bar will be subject to an agreed limit and any additional expenditure requested at the Event must be approved by the authorised person named in the Event Booking Form (or if the named individual is not present at the Event, such other person attending the Event who you inform us in writing shall have equivalent authority to the named individual) (“Authorised Person”). The Authorised Person will also sign off the total expenditure at the end of the Event.
2.10. The maximum number of guests must not exceed the licensed capacities as set out in the Event Booking Form except with our prior written approval (in our sole discretion).
2.11. Final catering numbers, dietary requirements, table plans, guest list (if required) and menu options (if applicable) must be provided to us in writing no less than 5 working days prior to the Event.
2.12. If final numbers increase from the Event Booking Form, we will use our reasonable efforts to accommodate your request (although we cannot guarantee that we will be able to do so) and we will update the final balance accordingly. If there is a material increase in numbers, we reserve the right to require you to pay us the additional amount in cleared funds before the Event takes place.
2.13. If final numbers decrease (from the original numbers agreed in the Event Booking Form), we will charge you for the number of guests stated in the Event Booking Form notwithstanding such decrease.
2.14. Events are required to finish at the times agreed in the Event Booking Form. Extensions to these times, should they be possible, must be agreed in writing prior to the Event, but will incur additional charges.
3. Cancellation by you
3.1. If for any reason other than due to a Force Majeure Event you cancel the Event after sending us the signed Event Booking Form, we shall be entitled to retain a percentage of the contracted costs depending on when we receive your notice of cancellation as detailed below. Any cancellation must be sent in writing to firstname.lastname@example.org.
|Cancellation Period:||Cancellation / Refund Details:|
|Cancellation is received on a confirmed booking 90 days or more prior to the event.||25% of the fee for venue hire and related costs as specified in the event contract including food and beverage spend will be payable by you at the point of cancellation.|
|Cancellation is received on a confirmed booking 60 days or more but less than 90 days before the event.||50% of the fee for venue hire and related costs as specified in the event contract including food and beverage spend will be payable by you at point of cancellation.|
|Cancellation is received on a confirmed booking 31 days or more but less than 60 days before the event.||80% of the fee for venue hire and related costs as specified in the event contract including food and beverage spend will be payable by you at point of cancellation.|
|Cancellation is received on a confirmed booking 30 days or less before the event.||100% of the fee for venue hire and related costs as specified in the event contract including food and beverage spend will be payable by you at point of cancellation.|
Any cancellation fees incurred by us for third party bookings made on behalf of you in relation to the Event (e.g. musicians, lighting, floristry, furniture) shall be payable in full by you.
3.2. In the event of cancellation to which the cancellation charge in clause 3.1 applies, any amounts already paid by you may be applied by us towards settlement of the cancellation charge. Notices of cancellation or other changes shall be deemed received by us when received in writing (including email) but if received outside working hours (9.30am to 5.30pm) shall be deemed received at 9.30am on the next working day (being Monday to Friday excluding bank holidays in England). Any request for a postponement shall be treated as a cancellation, within the meaning of these Terms, of the original booking and a request for a new booking.
3.3 Without Prejudice to ICAEW's rights under clause 3.1 and 3.2 ICAEW may, in its absolute discretion, agree to an alternative date for the Event (Alternative Date). Where ICAEW agrees an Alternative Date with you, and you request to cancel the Alternative Date, EITHER the cancellation charges will be calculated from the original Event Date OR you will be liable for 100% of the fee for the venue hire and related costs as specified in the Event Booking Form , including food and beverage spend and this will be payable immediately at the point of cancellation.
4. Cancellation by us
4.1. We reserve the right to cancel any booking without any liability to you (except to the extent liability cannot legally be excluded) if you are more than 7 days in arrears for any payment due under the Agreement.
5. Force Majeure
5.1 Neither party shall be in breach of the Agreement if there is any total or partial failure of performance by it of its duties and obligations as a result of any act of God, fire, pandemic, epidemic, act of government or state, act of third party war, civil commotion, insurrection, act of terrorism, embargo, failure of utility supplies or other reason beyond its reasonable control (“Force Majeure Event”).
5.2 If it is not safe or not possible to hold the Event due to a Force Majeure Event, we may, subject to availability, offer you a reasonable number of alternative dates for the Event, such alternative dates being within 12 months of the Event Date. You agree in good faith to consider such alternative dates and to negotiate in good faith to agree an alternative date for the Event (“Alternative Date”).
5.3 If we have agreed an Alternative Date with you and you then cancel the Event scheduled for the Alternative Date other than due to a Force Majeure Event, clause 3 shall apply, and the cancellation charges shall be calculated with reference to the number of days before the Alternative Date.
5.4 If we have agreed an Alternative Date with you, but it is then not safe or possible to hold the Event on the Alternative Date due to a Force Majeure Event, either party may terminate this Agreement, and we will refund you all the sums you have paid under this Agreement less the costs we have incurred in performance of this Agreement.
5.5 If we are unable to agree an Alternative Date within 12 months of the Event Date, either party may terminate this Agreement and we will retain the Deposit you have paid but refund any sums you have paid under this Agreement in excess of the Deposit.
6. Compliance with policies and instructions
6.1. You shall obtain our prior written consent in respect of any contractors who will require access to the Venue for any contractors not already listed in the Event Booking Form.
6.2. You shall comply with, and shall ensure that your contractors, employees and Attendees comply with the One Moorgate Place Rules. You will remain liable for any loss caused by a breach of the One Moorgate Place Rules by your contractors, employees and Attendees.
6.3. We are committed to maintaining high standards in health and safety. You are required to take all necessary steps to ensure that the health and safety of your contractors, employees and Attendees is protected whilst in the Venue.
6.4. All contractors you engage must be competent and compliant with all applicable law whilst working at the venue. You remain fully liable for the actions of your contractors at all times whilst at the Venue.
6.5. If any electrical equipment (including tools and power leads) are brought into the Venue, they must be PAT tested and comply with the Electricity at Work Regulations 1989 and any relevant updates. This includes inspection and maintenance of equipment and tools. Any equipment that is non-compliant must not be brought into the Venue.
6.6. Some work, activities, and equipment may require you to provide a site specific Risk Assessment and Method statement (RAMS) and evidence of insurance (for example Employer’s, Product and Public Liability insurance). These documents must be provided at least 7 working days (being Monday to Friday except for bank holidays in England) prior to the Event in order to comply with health and safety legislation, best practice and our duty of care. The dedicated events coordinator assigned to you can provide further information upon request.
6.7. You shall at all times comply with all reasonable instructions we give to you relating to your presence at the Venue.
6.8. You shall not do anything (and shall ensure your employees, contractors and Attendees do not do anything) which might invalidate any insurance maintained by us in respect of the Venue or which might increase the premium payable for the Venue.
7.1. Neither party limits its liability to the other for death, personal injury arising from its negligence, fraudulent misrepresentation or any other liability that cannot legally be excluded.
7.2. Unless expressly stated in the Agreement, all conditions and warranties, whether express or implied by statute, common law, trade practice or otherwise, shall be excluded to the maximum extent permitted by law.
7.3. Subject to clause 7.1:
7.3.1. we shall not be liable to you in any case for any indirect or consequential losses, loss of profits, howsoever caused;
7.3.2. we shall not liable to you in any way for damage or loss to your (or your contractors, employees of Attendees) equipment or belongings or by reason of any disposal of such equipment or belongings if left at the Venue after the Event; and
7.3.3. our aggregate liability to you for loss or damage sustained by you (or your contractors, employees or Attendees) is limited to the lower of (a) the total charges payable for the Event, and (b) £50,000, whether such loss or damage is caused by negligence, breach of the Agreement or otherwise. You agree that such limitation of liability is reasonable and that you recognise that a higher level of cover may be obtained through your business insurance of your business and/or your specific event insurance.
7.4. Each provision of the Agreement excluding or limiting liability shall be interpreted separately but if any provision in the Agreement is declared by a judicial or other competent authority to be illegal, void, voidable or otherwise unenforceable then that provision shall be limited or excised to the minimum extent so that the Agreement shall otherwise remain in full force and effect.
8.1. You will indemnify us on a full indemnity basis from and against all losses, claims, damages, costs, expenses and other demands suffered or incurred by us as a result of:
- any loss or damage to our property or to the Venue, as a result of any act or omission on the part of you (including your employees, contractors or Attendees)
- any cleaning or repair costs either to the Venue or its immediate area necessitated by acts of you (including acts of your employees, contractors and Attendees);
- any negligence, breach of statutory duty or common law duty or other act or omission on the part of you (including your employees, contractors or Attendees) whether in respect of death or injury to persons, loss, theft or damage to property and any consequences of same or otherwise; and/or
- any breach by you of your obligations pursuant to the Agreement.
9.1. We may terminate this contract immediately by written notice to you (except if termination occurs during the Event, in which case termination shall be communicated verbally to the Authorised Person) without any liability on our part if:
9.1.1. as an individual you become bankrupt or enter into any composition with your creditors or enter into a voluntary arrangement (within the meaning of Section 1 of the Insolvency Act 1986) or execution is levied on your goods; or
9.1.2. being a company you go into liquidation whether compulsory or voluntary (except for the purpose of a bona fide reconstruction or amalgamation) or if you have a receiver appointed or enter into an arrangement for the benefit of your creditors;
9.1.3. your assets are seized and you cease or threaten to cease to carry on business;
9.1.4. you or your employees, contractors or Attendees or someone connected with you fails to observe any rules relating to the Venue or the terms of the Agreement;
9.1.5. you do not use or intend to use the Rooms or the Venue or any part for the Event in accordance with our prior understanding of the nature of the Event as set out in the Event Booking Form; or
9.1.6. we reasonably consider that the Event may lead to a breach of the peace, or that acts of violence may occur, or damage may be caused to the Room(s) or the Venue or their contents, or that the nature of the Event or any item in its programme or agenda or the speakers makes it undesirable that it should take place in a building under our ownership or control.
9.2. Upon termination, if you are already at the Venue you shall immediately vacate it along with your belongings and cause all employees, contractors and Attendees to leave or to be removed along with their belongings. In the event of termination, we may keep all sums paid by you for the Event booking, no refund will be payable and you shall immediately pay any additional fees incurred pursuant to the terms of the Agreement.
10. Conditions of use of the Venue
10.1. No failure or delay by us in exercising any right, power or privilege under the Agreement shall operate as a waiver thereof.
11. Assignment and Sub-Contracting
11.1. The Agreement is personal to you and may not be assigned or transferred in any way.
11.2. We may sub-contract the delivery of certain services, including but not limited to catering services.
12. Variation of Terms and Entire Agreement
12.1. We may change these Terms at any time by altering or removing existing terms or adding new ones. We will tell you about any changes by posting an updated version of these on our website.
12.2. The Event Booking Form and Payment Schedule may only be varied if agreed by the parties in writing.
12.3. The Agreement constitutes the entire Agreement and understanding of the parties and supersedes any and all previous representations, arrangements, understandings and/or agreements (whether written or oral) made by us relating to the subject matter of the Agreement. You acknowledge and agree that you have previously inspected the Rooms and the Venue and that, in entering into the Agreement, you have not relied on, and shall have no remedy in respect of, any statement, representation, warranty or understanding (whether negligently or innocently made) of ICAEW or any person (whether a party to the Agreement or not) other than as expressly set out in the Agreement. You further acknowledge and agree that the only remedy available to you under or in respect of the Agreement shall be for breach of contract under the terms of the Agreement.
13. Third Party Rights
13.1. No third party has a right to enforce a provision of the Agreement pursuant to the Contracts (Rights of Third Parties) Act 1999.
14.1. Notices may be given by us to you by hand, email or sent by first class post to your address as specified on the Event Booking Sheet. Where delivered by hand or sent by email (subject to proof of satisfactory transmission) a notice will be deemed given on the same day and where sent by first class post, on the second working day after the date of posting, You may send us notices by first class post (Events office, One Moorgate Place, London, EC2R 6EA) or email (email@example.com).
15.1. Where the context requires the singular includes the plural and vice versa and any gender includes the other.
15.2. An obligation by you not to do any act, matter or thing includes the obligation not to cause or permit the doing of any act, matter or thing.
16. Applicable Law
16.1. The Agreement and these Terms shall be governed by and construed in accordance with English Law and we and you irrevocably submit to the exclusive jurisdiction of the English courts.
17. Processing of Personal Data
In this clause 17:
Controller, Data Subject, international organisation, Personal Data, Personal Data Breach, Processor and processing shall have the respective meanings given to them in applicable Data Protection Laws from time to time (and related expressions, including process, processed, processing, and processes shall be construed accordingly);
Data Protection Laws means, as binding on either party or the Services:
- the GDPR;
- the Data Protection Act 2018
- any laws which implement any such laws; and
- any laws that replace, extend, re-enact, consolidate or amend any of the foregoing;
GDPR means the General Data Protection Regulation, Regulation (EU) 2016/679;
Protected Data means Personal Data received from or processed on behalf of the Controller in connection with the performance of obligations under the Agreement; and
Sub-Processor means any agent, subcontractor or other third party (excluding its employees) engaged by the Processor for carrying out any processing activities on behalf of the Controller in respect of the Protected Data.
17.2. Compliance with Data Protection Laws
17.3. You are the Controller and that we are a Processor for the purposes of processing Protected Data pursuant to the Agreement. You shall at all times comply with all Data Protection Laws in connection with the processing of Protected Data. You shall ensure all instructions you give to us in respect of Protected Data is at all times in accordance with Data Protection Laws.
17.4. The details of the Processing taking place under the Agreement are set out below
Attendees of the Event Your employees Your contractors
|Categories of data
Basic contact information including name, job title, company, access requirements special dietary requirements
|Categories of sensitive personal data
Special access requests and any health or religious data connected to special dietary requirements
For the purpose of delivering venue hire, event coordination and preparation and catering services
|Nature of processing
Processing, storage and use within office based and manual systems
|Duration of the processing
Duration of the Agreement
17.5. We shall process Protected Data in compliance with the obligations placed on us under Data Protection Laws.
17.6. You shall indemnify us and keep us indemnified against all losses, claims, damages, liabilities, fines, sanctions, interest, penalties, costs, charges, expenses, compensation paid to Data Subjects, demands and legal and other professional costs (calculated on a full indemnity basis and in each case whether or not arising from any investigation by, or imposed by, a supervisory authority) arising out of or in connection with any breach by you of your obligations under this clause 17.
17.7. We shall:
17.7.1. only process (and shall ensure our personnel only process) the Protected Data in accordance with this clause 17 (and not otherwise unless you give us alternative processing instructions) except where otherwise required by applicable law (in which case we shall inform you of that legal requirement before processing, unless applicable law prevents it doing so on important grounds of public interest); and
17.7.2. without prejudice to this clause 17.6, if we believe that any instruction received from you is likely to infringe the Data Protection Laws, we will inform you and be entitled to cease to provide our services to you until we have agreed appropriate amended instructions which are not infringing with you.
17.8. Taking into account the state of technical development and the nature of processing, we shall implement and maintain such technical and organisational measures to protect the Protected Data against accidental, unauthorised or unlawful destruction, loss, alteration, disclosure or access.
Sub-processing and personnel
17.9. We shall:
17.9.1. not permit any processing of Protected Data by any agent, subcontractor or other third party (except its or its Sub-Processors’ own employees in the course of their employment that are subject to an enforceable obligation of confidence with regards to the Protected Data) without your prior written authorisation;
17.9.2. prior to the relevant Sub-Processor carrying out any processing activities in respect of the Protected Data, appoint each Sub-Processor under a written contract containing materially the same obligations as under this clause 17 that is enforceable by us and use all reasonable endeavours to ensure each such Sub-Processor complies with all such obligations;
17.9.3. remain fully liable to you under the Agreement for all the acts and omissions of each Sub-Processor as if they were its own; and
17.9.4. ensure that all persons authorised by us or any Sub-Processor to process Protected Data are subject to a binding written contractual obligation to keep the Protected Data confidential.
17.10. We shall (at your cost):
17.10.1. assist you in ensuring compliance with your obligations pursuant to Articles 32 to 36 of the GDPR (and any similar obligations under applicable Data Protection Laws) taking into account the nature of the processing and the information available to us; and
17.10.2. taking into account the nature of the processing, assist you (by appropriate technical and organisational measures), insofar as this is possible, for the fulfilment of your obligations to respond to requests for exercising the Data Subjects’ rights under Chapter III of the GDPR (and any similar obligations under applicable Data Protection Laws) in respect of any Protected Data.
17.11. We shall not process and/or transfer, or otherwise directly or indirectly disclose, any Protected Data in or to countries outside the United Kingdom or to any international organisation without your prior written consent.
17.12. Audits and processing
We shall, in accordance with Data Protection Laws, make available to you such information that is in its possession or control as is necessary to demonstrate our compliance with the obligations placed on it under this clause 17 and to demonstrate compliance with the obligations on each party imposed by Article 28 of the GDPR (and under any equivalent Data Protection Laws equivalent to that Article 28), and allow for and contribute to audits, including inspections, by you (or another auditor mandated by you) for this purpose (subject to a maximum of one audit request in any 12 month period under this clause 17.11).
We shall notify you without undue delay and in writing on becoming aware of any Personal Data Breach in respect of any Protected Data.
17.14.1. On the end of the provision of our services to you relating to the processing of Protected Data, at your cost and your option, we shall either return all of the Protected Data to you or securely dispose of the Protected Data (and thereafter promptly delete all existing copies of it) except to the extent that any applicable law requires us to store such Protected Data.
17.14.2. This clause 17 shall survive termination or expiry of the Agreement.