1.1 “Agent” means Total Management UK Ltd
1.2 “Buyer” means the person or organisation that buys or agrees to buy goods and/or services from the Agent
1.3 “Conditions” means the Terms and Conditions of Sale set out in this document and any special terms and conditions agreed in writing by the Agent
1.4 “Goods” means the tickets, licenses or permits enabling the Buyer to attend the event function or venue specified overleaf
1.5 “Services” means those additional services specified overleaf to be provided by the Agent in conjunction with the supply of goods
1.6 “Price” means the price for the goods and services to be provided by the Agent excluding insurance and VAT where chargeable
2.1 These Conditions apply to all contracts for the sale of Goods and supply of Services by the Agent to the Buyer to the exclusion of all other terms and conditions including any terms or conditions which the Buyer may purport to apply under any purchase order, confirmation of order or similar document
2.2 All orders for Goods and Services shall be deemed to be an offer by the Buyer to purchase such Goods and Services pursuant to these Conditions
2.3 Acceptance of delivery of the Goods shall be deemed conclusive evidence of the Buyer’s acceptance of these Conditions
2.4 Any variation to these Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by the Agent
3.1 The Price shall be the price set out on the order form. The Price is exclusive of VAT, which shall be due at the rate ruling on the date of the Agent’s invoice
3.2 Payment of the Price and of VAT shall be due on the following terms:
3.3 Time for payment shall be of the essence
3.4 Interest on overdue invoices shall accrue from the date when payment becomes due from day to day until the date of payment at the annual rate of four per cent above Barclays Bank PLC’s base rate from time to time in force and shall accrue at such rate after as well as before any judgment
3.5 In the event of the Buyer giving written notice of cancellation to the Agent the Agent may use reasonable endeavors to resell the Goods or Services so cancelled but the Agent gives no warranty in this regard and the Buyer will continue to be liable for payment of any cancelled Goods or Services that are not resold by the event date. The Agent shall be entitled to make additional charges for any extra costs including marketing costs and for additional time spent in reselling the Goods or Services.
The description of the Goods shall be as set out overleaf
The description of the Services shall be as set out overleaf
6.1 Delivery of the Goods shall be made to the Buyer’s address or as otherwise agreed in writing by the Agent upon the Price of the Goods and the Services together with VAT thereon being paid in full to the Agent. Delivery of Goods and the Services shall not be due until payment of the Price and of VAT thereon has been made by the Buyer to the Agent
6.2 Time being of the essence for payment, failure by the Buyer to make payment of the Price of the Goods and Services and any VAT thereon in accordance with these Conditions shall be deemed a repudiation of the contract entitling the Agent in its absolute discretion and without prejudice to any other rights which it may have to suspend all delivery of the Goods and Services to the Buyer and/or to terminate the Contract without liability upon its part
6.3 Where the date or dates for holding any event changes due to any reason beyond our reasonable control the Agent will notify the Buyer as soon as is reasonably practicable following notice of the same to the Agent and the Buyer shall be bound to accept the goods and services subject to the revised date or dates in accordance with the conditions. The Agent shall be under no further liability.
7.1 The Agent shall act as the Buyer’s agent for the supply of Goods and Services. When acting as an agent the Agent is appointed by the Buyer to acquire on their behalf from third parties, those goods and services described overleaf at prices set out overleaf.
7.2 The Agent shall take the Buyer’s instructions with reasonable skill, care and diligence
7.3 The Agent shall be entitled to retain as its fee any difference between the monies paid by it on behalf of the Buyer for the purchase of the Goods and Services and the Price appearing overleaf.
7.4 The Agent shall not be liable to provide any of the Goods or Services specified overleaf but shall notify the Buyer promptly if it is unable to acquire on behalf of the Buyer any of those Goods and Services. Any contracts entered into by the Agent in acquiring Goods and The Agent as Agent for shall enter into services specified overleaf and on behalf of the Buyer.
8.1 The Buyer warrants that the Goods and Services being acquired from the Agent are for personal use and will not be re-sold or offered as prizes in any competition without the express written consent of the Agent.
8.2 The Agent may terminate this contract forthwith if the Buyer acts in breach of the warranty given in this clause.
9.1 The Agent warrants that its services will be carried out with reasonable care and skill and that the Goods and Services at the time of Deliveries correspond with the description given by the Agent. All other warranties, conditions or terms relating to fitness purpose, merchantability or conditions or terms relating to fitness for purpose, merchantability or condition of the Goods and whether implied by Statute or Common Law or otherwise are excluded.
10.1 The Buyer acknowledges that the Agent’s obligations and liabilities in respect of the Services specified overleaf are exhaustively defined in these Conditions. The Buyer agrees that the express obligations and warranties made by the Agent in these Conditions are in lieu of and to the exclusion of any kind express or implied Statutorily or otherwise relating to anything supplied or services provided under or in connection with a contract to which these Conditions apply including (without limitation) as to the condition quality performance merchantability or fitness for purpose of the Goods and/or Services provided under such contract or any part of them.
10.2 The Agent does not exclude or limit liability for: death or injury arising from an act of negligence of the Agent or its employees; damage caused by the Agent’s fraud including fraudulent misrepresentation
10.3 If any exclusion disclaimer or other provision in these
Conditions shall be invalid for any reason and in all other cases falling within Clause 10.2 the Agent’s total liability (whether in contract, tort, including negligence or otherwise) in connection with a Contract to which these Conditions apply or based on any claim for indemnity or contribution will not exceed the sum of £1,000,000.00 in aggregate.
10.4 The Buyer agrees that except as expressly provided in clause 9 and this clause, the Agent will not be under any liability of any kind whatever and however caused arising directly or indirectly in connection with a supply of Goods and/or Services to which these Conditions apply.
10.5 The Buyer acknowledges and agrees that the allocation of risk contained in this clause is a recognition of the fact that it is not within the Agent’s control how and for what purpose the Goods and Services are used by the Buyer.
The Agent shall not be liable for any default due to any Act of God, war, strike, lock out, industrial action, fire, flood, drought, tempest or other event beyond its reasonable control.
These Conditions are not intended to confer any benefit on any third party or to be enforceable by any person not a party a contract to which these Conditions apply.
This Contract is subject to the laws of England