Basis of the Contract
2.1 Elsewhere contracts on these conditions only, and acceptance by Elsewhere of any request for the provision of Services from a Client shall be upon these conditions and shall override any other terms and conditions stipulated or incorporated by the Client. Variations or representations will only be binding on Elsewhere if confirmed in writing by Elsewhere.
2.2 The Client warrants that it is either a Delegate or is the authorised agent of the Delegate and is accepting these conditions not only for itself but as an agent for the Delegates.
2.3 It is hereby expressly agreed that every servant or agent of Elsewhere (including every independent contractor from time to time employed by Elsewhere) shall take the benefit of every exemption and limitation contained in these conditions. They shall also benefit from every exemption from liability, defence and immunity to which Elsewhere is entitled and these entitlements shall protect and extend to every servant or agent for the purposes of this condition.
2.4. Elsewhere shall be deemed to be acting as agent on behalf of such servants and agents and all such persons shall to this extent be deemed to be parties to the contract of which these conditions form part.
Commencement and Duration
3.1 Elsewhere shall provide the Services to the Client on the terms and conditions of this agreement.
3.2 Elsewhere shall provide the Services to the Client from the agreed start date to the agreed end date of the event as stated in the Build Deck.
4.1 All descriptions and illustrations contained in Elsewhere literature, price list and advertisements or otherwise communicated to the Client are intended to present merely a general idea of the Services described and shall not form part of the contract.
4.2 Elsewhere reserves the right to make substitutions and modifications to the equipment used in the provision of the Services.
4.3 The agreed Services will cease at the agreed time and date.
4.4 All Services will be as referred to in the Build Deck document.
4.5 The Build Deck document will be agreed to by the Client and Elsewhere.
4.6 The Build Deck shall not be in final form until it is signed off by the Client, no later than 4 weeks prior to the start date of the specified Services.
4.7 For bookings made within 4 weeks of the event start date Elsewhere can only hold accommodation for 3 days without full and cleared funds (please see clause 5.3)
4.8 Elsewhere will host the client on a maximum of 2 inclusive site visits to their chosen offsite location. One site visit pre contract signing and one visit post contract signing. Any additional site visits at the request of the Client will be charged at cost.
Charges and Payment
5.1 The price charged by Elsewhere for the provision of the Services shall be as stated in the quotation of any booking or invoice sent.
5.2 Unless otherwise agreed, the schedule for payments by the Client to Elsewhere shall be;
5.2.1 a first payment of 30% of the total price (including any VAT at the applicable rate thereon) shall become due at the time of booking.
5.2.2 a final balance payment of 70% (including any VAT at the applicable rate thereon) is due one month prior to the agreed start date for the specified Services.
UNCONFERENCE and FESTIVAL bookings;
5.2.3 a second payment of 30% (including any VAT at the applicable rate thereon) is due 8 weeks prior to the agreed start date for the specified Services.
5.2.4 a final balance payment of 40% (including any VAT at the applicable rate thereon) is due one month prior to the agreed start date for the specified Services.
5.2.5 a booking made within 8 weeks of the event start date shall be 100% due and payable immediately (including any VAT at the applicable rate thereon).
5.3 Elsewhere shall not be bound by any contract until it has accepted the booking and is in receipt of the full and cleared deposit funds and until such time Elsewhere shall not reserve dates, times, locations or any service necessary for the provision of the agreed Services.
5.4 All payments due from the Client under these conditions shall be made without any set-off deduction or deferment of any nature.
5.5 The Client shall pay each invoice submitted to it by Elsewhere, in full and cleared funds, by the stated due date to a bank account nominated in writing by Elsewhere.
5.6 If the Client fails to make any payment on the stated due date then without prejudice to any other right or remedy available to Elsewhere, Elsewhere shall be entitled to:
5.6.1 cancel the booking or suspend any further delivery of Service to the client.
5.6.2 appropriate any payment made by the client to such of the Services supplied under the Contract between the Client and Elsewhere as Elsewhere may deem fit (not withstanding any purported appropriation by the Client.
5.6.3 take such debt enforcement procedures at it seems necessary.
5.7 Any additions and/or upgrades whilst on the offsite will be chargeable at the applicable Elsewhere rate (including any VAT at the applicable rate thereon) and the client will be notified of any additional charges within 3 Business Days after the event.
5.7.1 Any additional charges will be invoiced by Elsewhere and be due and payable within 7 days of receipt of the invoice.
5.7.2 Additions and upgrades can include, but are not limited to, accommodation, activities, food and drink.
5.8 Any typographical, clerical or other error or omission in any quotation, correspondence or other booking documents or information issued by Elsewhere shall be subject to correction without any liability whatsoever on the part of Elsewhere.
6.1 Cancellation should be made in writing by the client and delivered to Elsewhere. Our policy is the following;
6.1.1 if the cancellation is in writing and is received up to 12 weeks prior to the date of the specified Services there shall be no retention of funds.
6.1.2 if the cancellation is in writing and is received after 12 weeks and before 8 weeks prior to the date of the specified Services then 25% of the first payment made by the Client is returned.
6.1.3 if the cancellation is in writing and is received after 8 weeks prior to the date of the specified Services there shall be no refundable amount due to the Client from Elsewhere.
6.2 In the event of cancellation as set out in clause 6.1 above, Elsewhere shall be entitled to withhold and set off any monies received from the Client (including those referred to in clause 5.6 above) against the said cancellation charges.
6.4 Elsewhere may cancel any booking forthwith by notice in writing to the Client in accordance with clause 11 or if at any time the Client becomes bankrupt or insolvent (or if bankruptcy or insolvency proceedings are commenced against it). In such an event, Elsewhere shall be entitled to retain any and all sums already paid to it by the Client in connection with the booking, which shall be without prejudice to any other rights it may have whether at law or otherwise.
Limitation of Liability
7.1 Prior to the commencement of the Services, the Client and all its Delegates will, if so requested by Elsewhere, sign a disclaimer of liability.
7.2 Elsewhere accepts no liability for loss, injury or damage of any nature whatsoever, whether direct or consequential, arising out of provision of Services, save as provided under the Unfair Contract Terms Act 1977. Without prejudice to the generality of the foregoing:-
7.2.1 Elsewhere maintains public liability insurance cover up to a maximum sum of £5 million and the Client and every Delegate shall limit any claims against Elsewhere to such sum; and
7.2.2 Elsewhere and its servants or agents accept no responsibility in respect of any loss or damage to any property of the Client or any Delegates.
Client and Delegate’s Obligations
8.1 Final attendee numbers must be agreed as final by the Client and Elsewhere no later than 4 weeks before the date upon which the Services are due to be provided.
8.2 If for any reason the attendee numbers reduce later than 4 weeks before the date upon which the Services are due to be provided the Client will be liable to pay the price in full for the number of guests originally booked.
8.3. Each Delegate agrees to act in a responsible manner and not purposely cause any disruption whilst on the Elsewhere offsite.
8.4. If any Client or Delegate is, in the opinion of Elsewhere, is seen to be disruptive to the offsite or are not acting in accordance with the instructions of Elsewhere clause 10.2 shall be enforced.
8.5 Clients must ensure all payments are made by the specified due date with full and cleared funds.
9.1. Elsewhere will carry out property inspections pre and post event. This enables us to note any damages which have occurred over the course of the offsite. If any damages have been sustained then Elsewhere will;
9.1.1 notify the Client in writing within [one or two] Business Day[s] of the end of the event.
9.1.2 try to rectify damages in the first instance where ever possible.
9.2 If the damages can not be rectified, as per clause 9.1.2, any costs related to the remedy of any damages will be payable by the Client.
9.3. Any invoice received by the Client from Elsewhere in relation to damages will be due and payable on receipt of invoice. Funds should be cleared and with Elsewhere no later than  days after receipt of invoice.
Elsewhere (UK) Limited Authority
10.1 The Client and every Delegate shall abide by and comply with any request or order made by or on behalf of Elsewhere on the grounds of safety, whether it be the safety of the Client, the Delegate or some other person.
10.2 The Client and every Delegate agrees that the opinion of Elsewhere or its servants or agents is final in regards to any matters appertaining to safety, and the Client and every Delegate agrees to abide by any such opinion howsoever expressed. If in the opinion of Elsewhere, its servants or agents, the Client or any Delegate is or may be behaving dangerously or as acting in a manner which would or may in the opinion of Elsewhere its servants or agents lead to a disruption of the Services, the Client or any Delegate shall at the request or order of Elsewhere, its servants or agents, leave the event for the rest of the day contracted for without Elsewhere, its servants or agents having any liability to refund any part of the price paid for the provision of the Services.
10.3 Elsewhere may provide alcoholic beverages throughout the event, this is limited to within the event only and Elsewhere reserves the right to refuse alcohol to the Client or Delegate at any time if it believes it is in the best interests of the Client, Delegate or any other person within the vicinity of the event.
11.1 Elsewhere is committed to delivering a high quality service. However, in the event that the Client is dissatisfied with the service it has received from Elsewhere, the Client may contact Elsewhere in writing within 14 days of the event end date. Elsewhere will respond to the complaint within 14 days.
11.2 Elsewhere reserves the right to respond to the complaint in the manner that it sees fit, taking into account all the circumstances. Elsewhere’s decision as to the outcome of the matter will be final.
11.3 Written complaints should be addressed to:
Darren Swayne, Elsewhere (UK) Limited, 1st Floor, 7-12 Tavistock House, London, WC1H 9LF
Elsewhere shall bear no liability for loss, damage or delay howsoever arising caused in circumstances outside its control including (but not limited to) inclement weather, acts of God, war, strikes, civil commotion, work to rule or go slow, overtime bans, lock outs, fire, flood, drought or inability to procure materials or articles except at increased prices due to any of the foregoing causes (and in these circumstances may suspend or cancel the whole or part of the Services). Elsewhere shall endeavour to notify the Client as quickly as reasonably possible if a force majeure occurs. While Elsewhere is not able to refund any monies paid by the Client where Services have been cancelled due to adverse weather conditions, it will endeavour at its option either to arrange alternative services at the requisite time or re-arrange the provision of the Services at an alternative time.
Law of Contract
The construction, validity and performance of any contract shall be governed in all respects by the laws of England.