Venue Terms and Conditions
Last updated 7th July 2016
This page sets out our Terms and Conditions on which you (the “Venue Provider”) agree to be bound by making use of the website, https://Activationcrew.com/ (the “Site”) for the purpose of advertising venues on the Site.
YOUR ATTENTION IS DRAWN IN PARTICULAR TO THE PROVISIONS OF CLAUSE 4, WHICH ENTITLES US TO CHARGE COMMISSION ON ANY BOOKINGS YOU RECEIVE AS A RESULT OF USING THE SITE OR SERVICES MORE GENERALLY PROVIDED BY US.
Please read these Terms and Conditions carefully as they contain important information regarding your legal rights, remedies and obligations. These include various limitations and exclusions and obligations to comply with applicable laws and regulations.
The Site and services made available through it (the “Services”) comprise an online platform through which Venue Providers may create listings for the hire and letting of event venues, and customers browsing the site (the “Customer(s)”) may learn about and book venues directly with Venue Providers. The Services also include of a team of Venue Experts who may suggest Venue Providers to Customers, who may or may not have browsed the site, so that they may learn about and book venues directly with Venue Providers. You understand and agree that Activation Crew is not a party to any agreement entered into between the Venue Provider and Customer, nor is Activation Crew acting as an agent, or in partnership with any Venue Provider or Customer. Activation Crew has no control over the conduct of Venue Providers, Customers, other users of the Site and Services, Listings, or any venue advertised on the Site, and disclaims all liability in this regard to the maximum extent permitted by law.
You acknowledge and agree that, by accessing or using the Site or Services or by downloading or posting any content from or on the Site or through the Services, you are indicating that you have read, and that you understand and agree to be bound by these terms, whether or not you have registered on the Site. If you do not agree to these terms, then you have no right to access or use the Site or Services. If you accept or agree to these terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these terms and, in such event, "you" and "your" will refer and apply to that company or other legal entity.
The Site and Services are intended to be used to facilitate the introduction of Customers to Venue Providers for the purpose of booking venues directly with one another. Activation Crew does not control the content contained in any Listings does not make any warranty or representation to the Customer as to the condition, legality or suitability of any Venue.
Activation Crew is not responsible for and disclaims any and all liability related to any and all Listings and Venues. Accordingly, any Listings advertised by the Venue Provider, or bookings made by the Customer, are done so at their own risk.
1.1 The Site is operated by Green Mark Agency, a company registered in Egypt and Wales under company number 07828456 whose registered office is at Studio A01, The Biscuit Factory, London, SE16 4DG (hereinafter, “Activation Crew”).
1.2 Definitions in these Terms and Conditions:
Account: means an account created by a Venue Provider on the Site for the purpose of creating Public Listings, or created by liaising with the Activation Crew Team for the purpose of creating Private Listings, pursuant to the registration process and requirements as determined by Activation Crew from time to time.
Affiliate: any entity that directly or indirectly Controls, is Controlled by, or is under common Control with the Venue Provider, which is otherwise not also a Venue Provider.
Booking Enquiry: a booking enquiry is made when:
and “Booking Enquiries” shall be interpreted accordingly.
Business Day: any day other than a Friday or a bank or public holiday in Egypt.
Completed Booking: shall mean a Confirmed Booking of a Venue for an Event, following which the Event takes place in accordance with the Confirmed Booking, or on such other re-scheduled Event Date as the Venue Provider and Customer may subsequently agree upon.
Cancelled Booking: shall mean a Confirmed Booking following which the Customer notifies the Venue Provider that the Event is cancelled and/or postponed for a period of not less than 3 years’ after the date on which a Booking Enquiry is made.
Confirmed Booking: shall mean a Customer booking an Event within 12 months of a Booking Enquiry being made to the Venue Provider, such Event being not more than 3 years’ after the date on which that Booking Enquiry is made.
Control: the beneficial ownership of more than 50% of the issued share capital of a company or the legal power to direct or cause the direction of the general management of that Person, and Controls, Controlled shall be construed accordingly.
Customer: a Person using the Site and/or Services for the purpose of hiring or otherwise utilizing a Venue which is operated or owned by a Venue Provider;
Event: shall mean such event or function (of whatever purpose) for which the Confirmed Booking of a Venue is made.
Event Date(s): the date or consecutive dates on which an Event for which a Confirmed Booking is made, takes place.
Hire Fee: the total price (exclusive of VAT) agreed between the Customer and the Venue Provider, payable by the Customer to the Venue Provider, for use of the Venue for the Event, on the Event Date (which shall include, but not be limited to, venue hire, accommodation, catering and all other ancillary services required for the Event, which are provided or facilitated by the Venue Provider).
Team: any officer, employee, agent or representative of Website Limited, or any other person working on behalf of
Intellectual Property Rights: patents, utility models, rights to inventions, copyright and neighbouring and related rights, trademarks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
Invoice Date: that date on which an invoice is raised by the Venue Provider in the name of the Customer, in respect of the Hire Fee.
Listing: means a Public Listing or a Private Listing.
Paid Services: shall have the meaning given in clause 7.
Person: shall mean any natural person, or corporate or unincorporated body (whether or not having separate legal personality).
Public Listing: means a web page connected with the Account (as generated by the Site), which describes a Venue available for hire.
Recurring Event: shall mean an Event which takes place or is scheduled to take place across multiple Event Dates (such that the Event falls across two or more non-consecutive dates) due to one or more Confirmed Bookings, which have arisen from a single Booking Enquiry.
Services: means those services which provides to Venue Providers and Customers from time to time, whether through the Site or otherwise.
Site: the website as found at the root domain https://Activationcrew.com and including all subdomains.
Venue: a location or set of locations of which a Venue Provider has operational control over or may be compensated for the use of, and for which the Venue Provider has advertised the use of such Venue through (whether through the Site or otherwise).
Venue Provider ("You"): means the Person in control of the Account.
2.1 Once you have created an Account, you agree to receive Booking Enquiries.
2.2 All Booking Enquiries are or may be subject to review by members of the Team prior to, or at such time as they are sent to you (whether through such automated processes as are in use through the Site from time to time, or by such other means of manual communication as are available to the Team at the time that a Booking Enquiry is made).
2.3 Once a Booking Enquiry has been made to a Venue Provider (and where the Venue Provider does not acknowledge receipt of the Booking Enquiry sooner) the Booking Enquiry shall be deemed to have been received by the Venue Provider 24 hours after the time at which the Booking Enquiry is first made.
2.4 Where the Venue Provider has not acknowledged receipt sooner, the Venue Provider is required to acknowledge receipt of each Booking Enquiry received, within 24 hours of deemed receipt.
2.5 In the event that a Venue Provider fails to acknowledge receipt of three or more consecutive Booking Enquiries, reserves the right to suspend, remove or terminate the Listing to which the Booking Enquiry relates, or the Venue Provider’s Account (whichever the case may be), as in its absolute discretion shall think fit.
2.6 Once a Venue Provider has acknowledged receipt, the Venue Provider and Customer shall deal directly with one another for the purpose of arranging an Event, and shall have no liability whatsoever to either the Venue Provider or the Customer in relation to any contractual dealings between the Venue Provider and Customer.
2.7 reserves the right to contact either the Venue Provider or the Customer at any time following a Booking Enquiry so as to ascertain the status of the Booking Enquiry and ask for feedback from either party.
2.8 For the avoidance of doubt, the concepts of deemed receipt and acknowledged receipt in this clause 2 shall not in any way prejudice the right of to receive commission on each Booking Enquiry that is made pursuant to clause 4.
3. OBLIGATIONS OF THE VENUE PROVIDER
3.1 In creating an account, the Venue Provider agrees to act at all material times in good faith towards .
3.2 The Venue Provider shall provide at all material times with the information that reasonably requires to carry out its duties, including marketing information for and details of the Services, and information about the Venue Provider.
3.3 In using the Site, the Venue Provider agrees to maintain up to date contact details in connection with the Account, and shall ensure in so far as is reasonably partible that all guide prices and dates on which a given Venue is available for hire in relation to any Listing, are accurate.
3.4 The Venue Provider may update any information in connection with the Account or a Listing, at any time, save that any request made to to update a Private Listing must be made within ’s ordinary business hours.
3.5 The Venue Provider agrees to provide prompt evidence of booking to of the following:
no later than three Business Days after it receives a Confirmed Booking or Cancelled Booking (as the case may be).
3.6 The Venue Provider may not advertise guide prices on the Site, which are higher than any prices routinely quoted to prospective customers, or advertised elsewhere in the ordinary course of the Venue Provider’s business.
3.7 The Venue Provider is responsible for the accuracy of all images and text, which appears on Listings, connected to the Account, and shall use all reasonable endeavors to ensure that the content is maintained. may create content on behalf of the Venue Provider if so requested to do so, using information readily available from the public domain, or supplied to it by the Venue Provider.
3.8 The Venue Provider shall ensure that its Listings do not infringe any applicable laws, regulations or third party rights (including the use of material which is obscene, indecent, pornographic, seditious, offensive, defamatory, threatening, liable to incite racial hatred or acts of terrorism, menacing, blasphemous or in breach of any third party Intellectual Property Rights) (Inappropriate Content).
3.9 The Venue Provider acknowledges that does not purport to monitor the content of the Site. reserves the right to remove content from the Site where it reasonably suspects such content is Inappropriate Content. shall notify the Venue Provider promptly if it becomes aware of any allegation that any content contained in any Listing on the Site may be Inappropriate Content.
3.10 Without prejudice to the rights of pursuant to clause 2.6 the Venue Provider shall be under no obligation to accept a Booking Enquiry.
3.11 In the event that the Venue Provider is unwilling or unable to accept a Booking Enquiry, the Venue Provider agrees that it shall not refer that Booking Enquiry to another entity, unless that entity is another Venue Provider, or an Affiliate, in which case that Affiliate’s attention shall be drawn to these Terms and Conditions and its obligation to pay commission pursuant to clause 4.2.
4. COMMISSION AND PAYMENTS
4.1 In consideration of facilitating the making of Booking Enquiries to the Venue Provider, the Venue Provider agrees to, and shall be liable to pay commission to , for any Booking Enquiry which results in a Confirmed Booking, in accordance with the provisions set out in this clause 4.
4.2 The right of to receive commission shall arise at the point at which a Booking Enquiry is made and for the purpose of this clause 4.2, a Booking Enquiry shall deemed to have been made:
4.3 No commission shall be payable to in respect of a Confirmed Booking where a Customer has first entered into bona fide negotiations with the Venue Provider in respect of the same Event to which a Confirmed Booking relates, in the 3 months immediately prior to making a Booking Enquiry (as described in clause 4.2).
4.4 Where a Venue Provider refers a Customer to an Affiliate in accordance with clause 3.11, for any Booking Enquiry which results in a Confirmed Booking, the Affiliate shall be liable to pay commission to in accordance with the provisions set out in this clause 4.
4.5 For all Confirmed Bookings where money is due from the Customer to the Venue Provider, the following rates of commission will apply:
4.6 For a Recurring Event, commission at the rate of 10% shall be payable on the aggregate Hire Fee which is due from the Customer to the Venue Provider, for use of the Venue on the first 100 calendar days on which the Recurring Event takes place.
4.7 All payments due to will be subject to VAT at the prevailing rate in force at such time as payment becomes due.
4.8 Venue Providers who have created an Account before 1st January 2014 may be subject to a commission rate of 9%. All Venue listings created after 1st January 2014 pay a non-negotiable 10% rate of commission.
4.9 reserves the right to charge a different rate of commission to that otherwise advertised on the Site or on a case-by-case basis at its absolute discretion, including for (but not limited to) registered charities.
4.10 Venue Providers will be invoiced for the payment of commission on the earlier of:
4.11 The due date for all invoices raised by will be 28 days from the date on which any such invoice is raised.
4.12 reserves the right to offer alternate payment terms on a case-by-case basis at its absolute discretion.
4.13 In the event that invoices are not paid within two weeks of their due date, your Account may be suspended and your credit rating may be affected. If you have any queries about invoices then please contact us directly on firstname.lastname@example.org.
4.14 The liability of the Venue Provider for the payment of commission is not subject to, nor conditional upon, the Venue Provider having first received payment (whether invoiced or not) from the Customer in respect of the Confirmed or Completed Booking.
4.15 If a Customer defaults on payment to the Venue Provider commission remains due and payable to . Non-payment from the Customer to the Venue Provider does not affect our terms of payment.
4.16 The Venue Provider may claim back commission already paid in respect of Confirmed Bookings which are subsequently cancelled by the Customer, subject to providing satisfactory evidence of the same to email@example.com subject to the deduction of any payment due in respect of the Cancelled Booking under clause 4.3(b).
4.17 The Venue Provider may not claim back commission, which has been paid to in respect of a Confirmed Booking which is subsequently cancelled by the Venue Provider.
4.18 Termination of the Venue Provider’s Account (howsoever arising) shall not affect the continuation in force of this clause 4 and the Venue Provider's obligation to pay commission to in accordance with it in respect of any outstanding Booking Enquiries as at the date on which the Account is terminated.
5. INTELLECTUAL PROPERTY & UPLOADING CONTENT
5.1 The Intellectual Property Rights in all software made available and content supplied in connection with the Venue Provider’s use of the Site and/or Services remains the property of and/or its licensors, advertisers and/or content suppliers.
5.2 The Venue Provider will comply with the terms of any agreement required by the owner of Intellectual Property Rights in all software and content supplied to the Venue Provider for the purpose of using the Site and the Venue Provider hereby acknowledges that all software that is not made readily available to it is confidential, and that all other rights including but not limited to database rights and copyright are asserted and reserved by , its licensors, advertisers and content suppliers.
5.3 The Venue Provider must not modify, translate, reverse engineer, decompile, disassemble (except to the extent that applicable laws expressly or impliedly prohibit such restriction) or create derivative works based on any software or any documentation accompanying such software supplied by , its licensors, advertisers or content suppliers, via the Site.
5.4 The Venue Provider shall not reproduce any marketing material created or commissioned by for the Venue Provider for use on the Site, for the Venue Provider’s own external marketing off the Site, without written permission from .
5.5 Any content a Venue Provider uploads to Site will be considered non-confidential and non-proprietary. The Venue Provider retains all of its ownership rights in such content, but is required and agrees pursuant to these Terms and Conditions to grant a limited license to use, store and copy that content and to distribute and make it available to third parties.
5.6 may use any images or other media, which has been uploaded to a Listing or made publicly available by a Venue Holder, for the purpose of marketing ’s services.
5.7 reserves the right to disclose a Venue Provider’s identity to any third party who is claiming that any content posted or uploaded by the Venue Provider to the Site constitutes a violation of their Intellectual Property Rights or of their right to privacy.
5.8 will not be responsible, or liable to any third party, for the content or accuracy of any content posted by Venue Providers or Customers to the Site.
5.9 reserves the right to remove any Listing, if in ’s opinion, that Listing does not comply with acceptable content standards.
6. LIMITATION OF LIABILITY
6.1 shall have no authority, and shall not hold itself out, or permit any person to hold itself out, as being authorized to bind the Venue Provider in any way, and shall not do any act which might reasonably create the impression that is so authorized. shall not make or enter into any contracts or commitments or incur any liability for or on behalf of the Venue Provider, including for the provision of Venues or the price for them, and shall not negotiate any terms for the provision of the Venues with the Customers.
6.2 shall disclose to each Customer that it has no authority or ability to negotiate or vary the terms of the Venue Provider or enter into any contract on behalf of the Venue Provider.
6.3 Nothing in these Terms and Conditions are intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, constitute any party the agent of another party, or authorise any party to make or enter into any commitments for or on behalf of any other party.
6.4 shall not warrant or represent to the Customers that any Venue listed through the Site is of satisfactory quality and/or reasonably fit for any of the purposes for which the Venue is required.
6.5 The Venue Provider acknowledges that if for any reason a Customer is not content with a Venue, the Customer’s claim is against the Venue Provider and the Venue Provider alone.
6.6 shall use its reasonable endeavors to ensure that use of the Site and Services is safe and secure and that the Site is functioning properly.
6.7 offers no guarantee that the Site, or any content on it, will always be available or be uninterrupted. Access to the Site is permitted on a temporary basis. may suspend, withdraw, discontinue or change all or any part of the Site without notice and shall not be liable to the Venue Provider if for any reason the Site is unavailable at any time or for any period.
6.8 The Venue Provider is responsible for making all arrangements necessary for the Venue Provider to have access to the Site, and the Venue Provider shall be solely responsible for ensuring that use of the Site does not result in any damage to the Venue Provider’s computer systems or data loss which might arise from use of the Site and/or disruption to the Services.
6.9 (including its affiliates, officers, directors, agents and employees) shall not be liable to either the Venue Provider or Customer in contract, tort (including negligence) or otherwise for any business losses, such as loss of data, profits, revenue, business, opportunity, goodwill, reputation or business interruption or for any other losses arising directly or indirectly from:
6.10 cannot confirm, and is not responsible for ensuring, the accuracy or truthfulness of Venue Providers’ or Customers’ purported identities, or the validity of the information which they provide to or post on the Site.
6.11 For the avoidance of doubt, shall not be liable for any loss or damage caused to the Venue Provider arising from the actions or default of any Customer (for whatever reason whatsoever) and makes no representations or warranties to the Venue Provider as to the Customers who may engage with the Venue Provider, as a direct result of carrying out the Services.
7. PAID SERVICES
7.1 may in its absolute discretion offer additional, optional Services to the Venue Provider from time to time, for which a subscription fee, or one off charge is payable (the “Paid Services”).
7.2 The Paid Services shall be offered in accordance with these terms and any additional provisions as advertised on the Site or otherwise through the Team (in each case as may be varied from time to time).
7.3 The Paid Services may include (but shall not be limited to) an entitlement to receive an unlimited number of Booking Enquiries each month (otherwise capped), consultation with the Team as to the appearance and creation of effective Listings, photography packages, advice as to promotional strategies, premium placement of Listings in highly visible areas of the Site, and direct marketing by the Team on the Venue Provider’s behalf, by way of social media campaigns and marketing, content marketing, conversion rate optimisation, search engine optimisation, website analytics, newsletters and mailshots, and the organisation of promotional events specific to a Venue.
7.4 The Venue Provider accepts that in the course of carrying out the Paid Services, and in particular in respect of marketing activities, may from time to time promote a Venue or Venue Provider through marketing literature or social media platforms, and make such representations on the Venue Provider’s behalf as the Team shall think fit, in order to promote the Venue or Venue Provider.
7.5 shall not in any circumstances have any liability for any losses or damages which may be suffered by the Venue Provider (or any person claiming under or through the Venue Provider), whether the same are suffered directly or indirectly or are immediate or consequential, and whether the same arise in contract, tort (including negligence) or otherwise howsoever, which fall within any of the following categories:
which the Venue Provider believes to have arisen as a result of the actions of in undertaking the Paid Services, provided that this clause 7.4 shall not prevent claims for loss of or damage to the Venue Provider's tangible property that fall within the terms of clause 7.6 or any other claims for direct financial loss that are not excluded by any of categories (a) to (f) inclusive of this clause 7.4;
7.6 The Venue Provider agrees that, in accepting these Terms and Conditions, it has not relied on any representations (whether written or oral) of any kind or of any person other that those expressly set out in these Terms and Conditions or (if it did rely on any representations, whether written or oral, not expressly set out in these Terms) that it shall have no remedy in respect of such representations and (in either case) shall not in any circumstances have any liability otherwise than in accordance with the express Terms and Conditions set out herein.
7.7 Without prejudice to any other express limitation of liability within these Terms and Conditions, the total liability of , whether in contract, tort (including negligence) or otherwise in connection with the Paid Services, shall in no circumstances exceed a sum equal to 100% of the Charges payable by the Venue Provider to in the period (as specified and advertised on the site for the Paid Services in question) in which the liability arises.
7.8 offers no representations or warranties as to the effectiveness of the Paid Services for the purpose of generating Booking Enquiries or Confirmed Bookings.
7.9 All amounts due to in respect of the Paid Services shall be paid by the Venue Provider in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
8.1 We will contact you by e-mail, by post or by providing you with information by posting notices on the Site.
8.2 Notices will be deemed received and properly served immediately when posted on the Site, 24 hours after an email is sent, or three days after the date of posting of any letter sent within the UK.
9.1 Without affecting any other right or remedy available to it under these Terms and Conditions, may terminate the Venue Provider’s Account with immediate effect, if:
9.2 The Venue Provider may terminate its Account at any time, or request that one or more Listings be taken down from the Site at any time, by using the administrator login details for the Account.
9.3 may terminate or suspend any part of the Services at any time, without giving notice to the Venue Provider.
9.4 Termination of the Account by either the Venue Provider or , or termination of the Services by (as the case may be) shall not affect any rights, remedies, obligations or liabilities that the parties have accrued up to the date of termination, including the right to claim damages in respect of any breach of these Terms and Conditions which existed at or before the date of termination.
The Venue Provider agrees to indemnify, defend and hold harmless , its directors, officers, employees, consultants, agents, and Affiliates, from any and all third party claims, liability, damages and/or costs (including, but not limited to, legal fees) arising from, without limitation, the Venue Provider’s use of the Site and Services, any breach of these Terms and Conditions, infringement of any Intellectual Property Rights or any other right of any person or entity, or breach of any duty of confidence or privacy, or any defamatory statements made by the Venue Provider in any form.
No failure or delay by to exercise any right or remedy provided under these Terms and Conditions or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
reserves the right to vary these Terms and Conditions unilaterally from time to time. You should regularly check and read the Terms and Conditions for any updates and/or amendments. If you do not agree to any of the updates or amendments at any time you should cease to use the Site and/or Services.
If any provision or part-provision of these Terms and Conditions becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of these Terms and Conditions.
14. GOVERNING LAW AND JURISDICTION
14.1 These Terms and Conditions and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.
14.2 Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms and Conditions or their subject matter or formation (including non-contractual disputes or claims).
الشروط والأحكام “ القاعات والمساحات الإيجارية
آخر تحديث 7 يوليو 2016
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