Terms and Conditions

THE CUSTOMER’S ATTENTION IS DRAWN IN PARTICULAR TO CLAUSE 36 ‘LIMITATION OF LIABILITY’

Quadrant2Design® is the trading name of Exhibit-UK.Net Limited, registered in England and Wales with company number 03993526, whose office is at H3, The Fulcrum, Vantage Way, Poole, Dorset, BH12 4NU, UK.

Terms & Conditions of Business

1. Definitions and Interpretation:
1.1 The definitions and rules of interpretation contained in Schedule 1 shall apply in these Terms and Conditions.
1.2 The Schedules form part of these Terms and Conditions as if set out in full in the body of these Terms and Conditions. Any reference to these Terms and Conditions includes the Schedules. References to clauses and the Schedules are references to the clauses and the Schedules of these Terms and Conditions. References to paragraphs are to paragraphs of the relevant Schedule.

2. Application of the Terms & Conditions:
2.1 Quadrant2Design® (the Company) shall supply, and the Customer shall purchase, Products & Services in accordance with the Order Confirmation which shall incorporate these Terms and Conditions and form part of the Contract between the Company and the Customer.
2.2 No terms or conditions endorsed on, delivered with, or contained in the Customer’s purchase conditions, order, confirmation of order, specification or other document shall form part of the Contract except to the extent that the Company otherwise agrees in writing.
2.3 Each Order Confirmation by the Customer to the Company shall be an offer to purchase the Products & Services subject to the Contract including these Terms and Conditions and if the Company is unable to accept an Order Confirmation, it shall notify the Customer in writing as soon as reasonably practicable.

3. Quotations:
3.1 The Company may issue quotations to the Customer from time to time. Quotations are invitations to treat only. They are not an offer to supply the Products & Services and are incapable of being accepted by the Customer. Quotations supplied by the Company are valid for thirty days from the date of issue.
3.2 Free Hire Pro Plan Projects quotations. Unless otherwise stated, and with the exception of the printed graphics panels, any items detailed in a quotation on the Free Hire Plan Project are not offered on an ownership basis, and therefore remain the property of the Company. Free Hire Pro Plan Projects operate for the open days of a Customer’s Event(s); all materials and items are brought back to the Company’s premises immediately after the Event closes.
3.3 Quotations including our Graphic Design/artworking service. Unless otherwise stated, any quotation that involves graphic design or creative artworking work does not include: logo creation; the origination or purchase of images or vector artwork; extensive Photoshop retouching; extensive photo-montaging.

4. Price:
4.1 The price for the Products & Services shall be as set out in the Order Confirmation (the Price).
4.2 The price is exclusive of:
(a) Overseas customers fees as set out in 5.
(b) Late payment fees as set out in 6.
(c) Domestic or overseas delivery as set out in 10 and 11.
(d) Failure to adhere to agreed schedules and project critical deadlines as set out in 15, 16 and 17.
(e) Changes to CAD designs after CAD approval as set out in 22.
(f) Restricted access to venues and damage to Prestige Events System product as set out in 23.
(g) Absence of proofs with print ready artwork as set out in 27.
(h) Additional sets of 3D proofs before artwork sign off as set out in 31.2.
(i) Incorrectly formatted or unsuitable artwork as set out in 31.4.
(j) At the end of a free storage period as set out in 41.3 (f) (ii) (C)
(k) Unforeseen costs as set out in 48.
(l) VAT (or equivalent sales tax).

5. Terms of Payment:
General Terms of Payment
5.1 The Company shall invoice the Customer for the Products & Services, partially or in full, at any time following acceptance of an Order Confirmation and Customers are required to pay 100% of the invoice before production commences, or before installation/despatch takes place.
5.2 Products cannot be released, and exhibition stands cannot be installed, until the Company is in receipt of cleared funds in its bank account according to the terms that follow. The Customer’s attention is drawn to the Company’s limitation on liability set out in clause 36.
5.3 Payment may be made by electronic bank transfer, or by posting a company cheque, to the Company’s registered office, marked for the attention of ‘The Finance Manager’.
5.4 Corporate or business credit and debit card payments are also accepted – 2.5% fee applies.
5.5 Personal credit card payments are also accepted and are subject to a £500.00 maximum, inclusive of UK VAT at the current rate (£416.66 net of UK VAT).

Terms of payment for Buy-to-Self-Build Projects, Hire-to-Self-Build Projects, and associated graphics production, purchase of Prestige Events System Hardware, or for any other miscellaneous items for example CAD/graphic design; pull-up banner stands; pop-up display systems; shell scheme graphics:

5.6 The Company shall invoice the Customer for 100% of the project value including VAT on acceptance of a signed Order Confirmation.
5.7 The Customer shall pay the full invoice value including VAT in cleared funds by return.
5.8 The Company must be in receipt of cleared funds before the design and production work of a stand project or graphics panels commences, or in the case of hardware items only, before Products are dispatched.

Terms of payment for Free Hire Pro Plan Projects, and design/production of graphics for Free Hire Pro Plan Projects:

5.9 For Free Hire Pro Plan Projects stand installations, which may also include the production of some/all new graphics panels, 100% of the project value including VAT is due for payment by the Customer before installation can take place as follows:
(a) if the Order Confirmation is accepted more than 6 months before the Event the Company shall invoice the Customer for the Products & Services as follows;
(i) 10% of the total project value including VAT is issued on acceptance by the Company of the signed Order Confirmation and the Customer shall pay the invoice in cleared funds by return; and
(ii) 45% of the outstanding balance including VAT is issued 5 months before the start of the Event and is due for payment by the Customer 4 months before the Event.
(iii) 45% of the outstanding balance including VAT is issued 8 weeks before the start of the Event and is due for payment by the Customer a minimum 4 weeks before the Event.
(b) if the Order Confirmation received more than 8 weeks but less than 6 months before the Event:
(i) 50% of the total project value including VAT is issued on acceptance by the Company of the signed Order Confirmation and the Customer shall pay the invoice in cleared funds by return; and
(ii) 50% of the outstanding balance including VAT is issued 8 weeks before the start of the Event and is due for payment by the Customer a minimum 4 weeks before the Event.
(c) if the Order Confirmation received less than 8 weeks before the Event the Company shall invoice the Customer for 100% of the total project value including VAT on receipt of the signed Order Confirmation and the Customer shall pay the full invoice value including VAT in cleared funds by return.

Overseas Customers:

5.10 It is the responsibility of a Customer to ensure that bank or commission charges for international money transfers are not deducted from the invoice total, but are paid by a Customer before transmission. A separate PDF accompanies the Company’s invoice with full bank account details including SWIFT and IBAN numbers.
5.11 The following costs will automatically be added to each invoice, per transaction, to ensure these charges are paid: Europe: £14; Canada: £15; USA: £12; Other: £21.
5.12 If bank charges are deducted from the Company’s invoice, a £25.00 + VAT additional fee will be applied to the original invoice value.

6. Late Payment:
Time of payment by the Customer is of the essence and it is the responsibility of the Customer to make payment or transfer funds in good time in order to avoid delays or project cancellation. A late payment fee of 3.5% will be applied to any invoice for which cleared funds have not been received in accordance with the above payment schedules. In the case of Free Hire Pro Plan stand installations where the project value is split, the late payment fee will be applied to the value of the invoice, or value of the portion of the invoice, which has not been paid, not to the value of the whole project.

7. VAT:
7.1 All estimates and quotations, unless otherwise stated, exclude VAT.
7.2 In the case of overseas Customers, VAT will NOT be charged on our invoice provided that:
(a) the Customer provides the equivalent to its company VAT number in its country; and
(b) the Company’s invoice is addressed to the Customer company’s name and postal address in its country (outside UK); and
(c) payment received into the Company’s bank account originates from a bank account outside of the UK.
7.3 In the case of clause 7.2(c), if funds received from the Customer originate from a UK bank account, VAT will be applied to the invoice retrospectively at the current rate, and the invoice will be resubmitted to the Customer for payment.

8. Credit and payment policy for Event postponement in the event of Force Majeure:
8.1 In the case of Buy-to-Self-Build Projects & Hire-to-Self-Build Projects, graphics production, and purchase of hardware, payment terms apply as set out in clause 5.
8.2 In the case of Free Hire Pro Plan Projects and Hire-to-Self-Build Projects:
(a) If 55% or 50% of the project value has been invoiced in accordance with clause 5:
(i) the first 55% or 50% payment is retained on account by the Company (monies are not refunded);
(ii) the third 45% or the second 50% payment due date is postponed, and now becomes due minimum 4 weeks before the rescheduled first day of the Event.
(b) if 100% of the project value has been invoiced in accordance with clause 5, monies are retained on account by the Company (monies are not refunded) until the Event is rescheduled and the project is executed.
8.3 In the case of a postponement due to Force Majeure, the Company reserves the right to charge at its discretion for additional project management time, CAD studio time, and graphic studio time, if the Event venue changes, or if the Customer’s stand size, orientation, location in the hall, or position of under-floor electrical ducting change significantly so as to require the technical CAD plans and artwork templates and graphics panels plans to be re-created or heavily amended. Any such additional work is charged to the Customer at the rate of £60.00 + VAT per hour or part hour. A quotation will be issued to the Customer in advance of any work commencing, detailing the number of hours to be worked and the total cost.
8.4 The Company accepts no responsibility or liability, financial or otherwise, whereby the postponement of an Event causes graphics panels that have already been produced to become obsolete or irrelevant for use at that Event. If new graphics panels are required to be produced for the rescheduled Event, they will be chargeable at the full selling price.

9. Credit and refund for Event(s) cancellation in the event of Force Majeure:
9.1 In the case of Buy-to-Self-Build Projects & Hire-to-Self-Build Projects, graphics production, and purchase of hardware, payment terms apply as set out in clause 5.
9.2 In the case of Free Hire Pro Plan Projects and Hire-to-Self-Build Projects:
(a) if the exhibition is cancelled when a Customer has paid 55% or 50% of the project value in accordance with clause 5:
(i) up to the date when an Event is cancelled, the Company will charge for all costs incurred in the planning and execution of the project or projects. These costs will be detailed and deducted from the 55% or 50% deposit payment(s). Such costs will include:
(A) printed graphics panels already produced (or part produced), single-use digitally printed photo-floor already produced or part produced, overhead cylindrical banner(s), and any other media, materials or consumables that have been ordered or used in the production of the project(s) – at the full selling price;
(B) time spent on project management, CAD studio time, and graphic studio time at £60.00 + VAT per hour or part hour; and
(C) products or services ordered from third party contractors in the execution of the project(s) – at the cost at which they were purchased plus a 15% administration fee.
(ii) If the costs incurred by items in the list above (or other non-listed items) do not exceed the value of the 55% or 50% deposit payment, the Company will issue a credit note for remaining balance, and the funds will be retained on account (monies are not refunded) until they are reallocated to an alternative project that the Customer has already booked, or intends to book, with the Company.
(iii) If the costs incurred by items in the list above (or other non-listed items) exceed the value of the 55% or 50% deposit amount, the Company will raise a supplementary invoice for the value by which the Products & Services exceed the 55% or 50% deposit amount, and that invoice will be due for payment by return.
(iv) In both instances above, a credit note will subsequently be issued for the third 45% or the second 50% invoice.
(b) if the Event is cancelled after the Customer has paid in full (less than 4 weeks before it is due to start):
(i) up to the date when an Event is cancelled, the Company will charge for all costs incurred in the planning and execution of the project or projects. These costs will be detailed and deducted from the 100% payment(s). Such costs will include:
(A) printed graphics panels already produced (or part produced), Photo-floor already produced or part produced, overhead cylindrical banner(s), and any other media, materials or consumables that have been ordered or used in the production of the project(s) – at the full selling price;
(B) time spent on project management, CAD studio time, and Graphic Studio time at £60.00 + VAT per hour or part hour; and
(C) products or services ordered from third party contractors in the execution of the project(s) – at the cost at which they were purchased plus a 15% administration fee.
(ii) The balance of monies, after all costs have been deducted, are retained on account by the Company (monies are not refunded), and will be reallocated to a project that the Customer has booked, or intends to book, with the Company. A credit note will be raised for the value of the balance of monies held on account.
(iii) If no other projects are booked, or are planned to be booked with the Company, the Company will refund the balance of monies held on account after all costs.

10. Delivery and Performance:
Unless otherwise stated, all estimates and quotations specifically exclude delivery costs. Delivery is by the least cost means available, commensurate with a Customer’s stated requirements and schedules. The Company accepts no liability for loss, financial, consequential, or otherwise caused by late delivery or failure to deliver.

11. Overseas delivery or shipping:
11.1 The Company does not undertake overseas deliveries on behalf of Customers. Customers are requested to make their own arrangements for overseas deliveries with their own nominated contractor. Where an overseas delivery of Products is required, the Company will make the Products ready for despatch by the Customer’s nominated contractor. The Company accepts no liability or responsibility for any loss, damage, or interference with, or disruption to the delivery of, the consignment after it has left its premises.
11.2 Extra charges may apply if a specific packaging method, or packaging materials, are required to comply with a logistics contractor’s requirements, or the requirements of a destination country.

12. Weights & Dimensions of Prestige Events System Hardware and transit cases (Buy-to-Self-Build Projects and Hire-to-Self-Build Projects):
It is a Customer’s responsibility either to weigh items themselves, or have them independently weighed, prior to shipping or onward delivery. The Company can provide estimated weights of Products prior to despatch, but accepts no responsibility or liability for any additional cost incurred by a Customer due inaccuracies or variations in indicated weights.

13. Complaints:
13.1 Complaints should be notified to the Company in writing:
(a) in the case of Buy-to-Self-Build or Hire-to-Self-Build, within 7 days of Delivery; or
(b) in the case of Free Hire Pro Plan Projects, within 7 days after the end of the Event.
13.2 The Company requires the Products to be returned for inspection at the Customer’s cost. The Company will inspect the materials and report back to the Customer at the earliest opportunity.
13.3 The Products shall be delivered by the Company, or its nominated carrier, to the Location on the date(s) specified in the Order Confirmation.
13.4 The Products shall be deemed delivered on arrival only of the Products at the Location by the Supplier or its nominated carrier (as the case may be).
13.5 The Services shall be performed by the Company at the Location on the date(s) specified in the Order Confirmation.
13.6 The Services shall be deemed delivered by the Company only on completion of the performance of the Services at the Location.
13.7 The Company may deliver the Product or perform the Services in instalments. Any delay or defect in an instalment shall not entitle the Customer to cancel any other instalment.
13.8 Time is not of the essence in relation to the performance or delivery of the Products & Services. The Company shall use its reasonable endeavours to meet estimated dates for delivery and performance, but any such dates are indicative only.

14. Adherence to agreed schedules and Project Critical Deadlines:
The Company will issue a timeline schedule detailing the Project Critical Deadlines. The agreed schedule constitutes part of the Contract.

15. Failure to adhere to agreed schedules and Project Critical Deadlines:
15.1 A Customer’s failure to adhere to an agreed schedule and Project Critical Deadline may result in the Company incurring overtime costs in order to meet an agreed Project Critical Deadline, timely delivery, or installation, of the Products and Services. Any such overtime working is chargeable to the Customer. Failure to adhere to an agreed schedule does not refer only to passing through a Project Critical Deadline, it also refers to a Customer providing insufficient time for the Company to meet a Project Critical Deadline. An example of this can be an artwork design schedule where it has been agreed to allow 2 weeks for the Company to create artwork for print from a brief and assets supplied by the Customer. If the Customer delays providing the brief and/or assets, only providing them – for example – 2 days before the Project Critical Deadline instead of 2 weeks before, this would not be a reasonable time window in which to create the artwork, and would require a significant amount of overtime working to meet the Project Critical Deadline. In this way, the Project Critical Deadline has not been missed, but overtime working would be required to achieve it.
15.2 A Customer’s failure to cooperate with the schedule, and failure to meet Project Critical Deadlines and payment deadlines, can have serious consequences, and in extreme circumstances, could result in the Company failing to deliver or install the Products and Services.
15.3 A Customer’s failure to cooperate with the schedule, and failure to meet Project Critical Deadlines and payment deadlines, can have serious consequences, and in extreme circumstances, the Company reserves the right to cancel a project on the basis of breach of contract and insufficient time to reasonably deliver the Products & Services.

16. Overtime charges resulting from failure to adhere to agreed schedules or after agreed schedules and/or Project Critical Deadlines have passed:
Overtime working is charged at the rate of £60.00 + VAT per hour or part hour. This applies to management time, CAD design studio time, and graphic design studio time. Production labour overtime is charged at the rate of £45.00 + VAT per hour or part hour. This applies to print production and print finishing time, and stand pre-build time. In such circumstances, reasonable notice will be provided to the Customer that overtime working will be required, and a quotation will be issued to the Customer detailing the number of overtime hours to be worked, and the cost of the work required to achieve a timely outcome before any work is undertaken or costs are incurred. Overtime charges are invoiced at the point of the requirement and are due for payment by return. Products will not be dispatched or installed unless cleared funds for the agreed overtime charges have been received.

17. Working days requirements:
In some quotations the Company states an estimated ‘working days requirement’ to execute a project from receipt of completed, approved and correctly formatted artwork. If the Customer requests the Company to undertake the work in a shorter timeframe, the Company reserves the right – with prior consent – to charge over and above its estimated costs in order to recover overtime and other extra costs incurred in meeting the Customer’s fore-shortened Project Critical Deadline. Overtime costs are charged at £60.00 + VAT per hour or part hour.

18. Ownership of Products:
The Company retains ownership of all Products and materials supplied and title to the Products shall not pass to the Customer until full and final payment has been received. It retains the right, in exceptional circumstances where payment is late or considerably overdue, to seek to enter any premises where the Products and materials are stored to recover any graphics panels and other Products or materials from the Customer it has supplied, or from a third-party, if those Products or materials have been passed on to another company or organisation.

19. Warranty:
19.1 The Company warrants that, the Products shall, for a period of six months from delivery (the Warranty Period):
(a) conform in all material respects to any sample and to the Order Confirmation;
(b) be free from material defects in design, materials and workmanship;
(c) if Products, be of satisfactory quality within the meaning of the Sale of Goods Act 1979;
(d) if Services, be supplied with reasonable care and skill within the meaning of the Supply of Goods and Services Act 1982, Part II, s 13; and
(e) any media on which the results of the Services are supplied shall be free from defects in material and workmanship and of satisfactory quality within the meaning of the Sale of Goods Act 1979.
19.2 The Customer warrants that it has provided the Supplier with all relevant, full and accurate information as to the Customer’s business and needs.
19.3 The Customer may reject any of the Deliverables that do not comply with clause 19.1, provided that the Customer serves a written notice on the Company in accordance with clause 13:
(a) provides the Company with sufficient information as to the nature and extent of the defects and, in the case of Products, the uses to which the Products had been put prior to the defect arising;
(b) gives the Company a reasonable opportunity to examine the claim of the defective Deliverables; and
(c) at its own cost, returns any Products rejected under clause 19.3 Risk and title in the rejected Products shall pass back to the Company at the point at which the Products are returned.
19.4 As the Customer’s sole and exclusive remedy, as soon as reasonably practicable but in any event within ten Business Days after receiving a written notification in accordance with clause 19.3 the Company shall, at the Company’s option:
(a) in the case of Products, repair or replace the Products; or
(b) in the case of Services, promptly remedy the non-compliance.
19.5 The provisions of these Terms and Conditions shall apply to any Deliverables that are corrected, repaired, remedied or re-performed with effect from delivery or performance of those Deliverables.
19.6 The Company shall not be liable for any breach of clause 19.1:
(a) where such failure arises by reason of wear and tear, the Customer’s or a third party’s wilful damage, or the Customer’s or a third party’s negligence, or could be expected to arise in the normal course of use of the Products;
(b) to the extent caused by the Customer’s failure to comply with the Company’s instructions in relation to the Deliverables, including any instructions on installation, operation, storage or maintenance;
(c) to the extent caused by the Company following any specification, instruction or requirement of or given by the Customer in relation to the Deliverables;
(d) where the Customer modifies any Deliverables without the Company’s prior written consent or, having received such consent, not in accordance with the Company’s instructions; or
(e) where the Customer uses any of the Deliverables after notifying the Company that they do not comply with clause 19.1.
19.7 Clauses 19.3 and 19.4 set out the Customer’s sole and exclusive remedies (howsoever arising, whether in contract, tort, negligence or otherwise) for any breach by the Supplier of clause 19.1. Except as set out in this clause 19:
(a) the Company gives no warranties or undertakings and makes no representations in relation to the Deliverables;
(b) the Company shall have no liability for its failure to comply with clause 19.1; and
(c) all warranties, terms and conditions (including the conditions implied by sections 12–16 of the Supply of Goods and Services Act 1982 and sections 13–15 of the Sale of Goods Act 1979), whether express or implied by statute, common law or otherwise are excluded to the extent permitted by Applicable Law.

20. Ownership of Company IPR:
20.1 The Company retains full and complete ownership of the Company IPR including 3D structural designs and graphic design content that we produce for a project, and subsequently email or otherwise transmit, or send by post, to a Customer or prospective client for the purposes of approval or for general information. It is an offence under the Copyright, Designs and Patents Act 1988 (CDPA) to pass on, communicate or otherwise transmit any design from the Company to any third party; and in particular to other exhibition companies. The Company will vigorously pursue breaches of copyright through the Intellectual Property Enterprise Court.
20.2 In all cases, the Services include the Company’s copyright in the final design in the Graphic Panels, Photo-floors, cylindrical overhead banners, and pull-up banner stands chosen by the Customer for implementation (to the extent that such graphic designs are not Customer IPR).
20.3 The Customer acknowledges that all IPR in any improvement, enhancement or modification to any of the Products or Services which are developed during or as a consequence of the Services shall belong to the Company.

21. Use of designs and photographs for marketing purposes:
The Company retains the right to use all design visuals and 3D CAD designs it produces for Customers or prospective Customers for its own marketing and advertising purposes. During the course of manufacture, production and installation and during the open days of an Event the Company may take photographs of the exhibition stand or display which it retains the right to use for its own marketing and advertising purposes.

22. Changes to CAD designs after CAD approval:
‘CAD approval’ is an important step in the production approval process. It requires the Customer to authorise or ‘sign-off’ the exact structure of the stand design shown in the CAD designs and plans. Once ‘CAD approval’ has been given by the Customer, any further CAD design changes requested by the Customer are charged at £60.00 + VAT per hour or part hour, and a minimum charge of £60.00 + VAT.

23. Reasonable access, scheduling and logistical arrangements for installations & dismantles (Free Hire Pro Plan Projects):
23.1 Quotations including stand installation and dismantle assume an individual project involves access times and logistical factors that are normal and reasonable for exhibition venues and exhibition work. This is because it is not possible to research all logistical issues such as timings, working hours, parking, loading and other restrictions for each project at the time of quotation, although the Company will take all reasonable measures to research such factors.
23.2 If the Event organisers, or venue management, impose unusual or unreasonable restrictions or other logistical obstacles, or onsite third-party contractors upon which the stand-build is reliant cause unforeseen or unnecessary delays outside of the Company’s control, and that causes the Company to incur extra cost to complete a project on time, it reserves the right to increase the project price over and above the original [quoted value] to recover its extra unforeseen costs.
23.3 Some reasons why this might happen (the list is not exhaustive):
• unreasonably short build-up or installation times;

• requirement to park an unreasonable distance from the venue;

• no parking at the venue for installation vehicles;

• central city venues with no parking, very restricted parking, and/or very high parking costs;

• difficulty in loading or access (e.g. 2nd floor with no goods-lift) ;

• last minute diversions by organisers or venue management to different vehicle parking locations;

• organisers or venues allowing the dumping of heavy machinery or other items on a Customer’s stand-space and ignoring requests to have it removed to allow work to commence; and

• on-site third-party contractors failing to complete their assigned task(s) on time e.g. electric supply; internet connection; carpet/floorcovering supply/fitting; overhead banner rigging.
23.4 In the event that the Prestige Events System is damaged by the Customer or a third-party following assembly, the Company shall use reasonable endeavours to attend the Event location and carry out emergency repairs to the Prestige Events System. In this case, the Company reserves the right to charge in-full for its labour rates, mileage, repairing or replacing the broken equipment and any other expenses.

24. Print ready artwork presented by a Customer or Customer’s graphic designer:
24.1 It is a Customer’s responsibility to ensure artwork submitted to us the Company ‘print ready’ is set up correctly, contains files that are suitable for large format output, and is presented with PDF proofs. The artwork must be set up according to the 2D panel plans and panel positioning plans provided by the Company, and is correctly placed into the InDesign artwork templates, also provided by the Company.
24.2 The Company will endeavour to identify any technical, file, or set up issues as part of its file checking procedure before going to print, but it cannot accept responsibility for unsuitable or incorrectly set up artwork, and reserves the right to charge for panel re-prints resulting from artwork errors at the full selling price.

25. PDF proofing:
25.1 From Customer-supplied artwork, PDF proofs and an approval form will be emailed back to the Customer. The PDF proofs must be examined carefully, and it is the Customer’s responsibility to approve the final design and layout for print by completing and signing the approval form and emailing it to the Company.
25.2 The Company cannot start graphics production until the completed, signed approval form has been returned.

26. Print proofing:
The Company produces test print proofs for in-house use, to ensure the following:

• Any specified Pantone colours are produced to the best CMYK match it is possible to achieve
• The content of the artwork to be printed matches the on-screen print proofs
• The content of the artwork to be printed matches the artwork in the InDesign templates

27. Absence of proofs with artwork:
The Company reserves the right to make an extra charge of £60.00 + VAT to produce PDF or printed digital proofs, where artwork has been supplied without these vital elements.

28. Colour accuracy:
28.1 The Company uses industry standard CMYK large format printing process. In the case of artwork supplied to it by the Customer (or by the Customer’s graphic designer or design agency), it is imperative that the artwork has been correctly prepared and formatted in compliance with the Company’s Artwork Setup Guide; be setup as 4-colour CMYK, Pantone or ‘spot-colour’; and PDF proofs are supplied of every graphic panel to be printed. PDF proofs must have any important pantone colour noted on the proof so that the Company can check accuracy when printed.
28.2 CMYK 4-colour process print output will vary based on a number of factors including: the individual printer used; ink manufacturer; ink type; the base media type; the base media batch; the over-laminate type; the over-laminate batch.
28.3 Print produced using CMYK 4-colour process will not always result in accurate matching to pantone colours; furthermore, the Company cannot guarantee a colour match to other print media or other colour standard.
28.4 If specific brand or spot colours are required with a high degree of accuracy, Pantone colour references must be supplied alongside the CMYK colour references.
28.5 [As in Point 19 above], Pantone colour references will be converted to its CMYK equivalent for the closest match.
28.6 In such circumstances the Company will use its judgment and experience to achieve the best possible result.
28.7 Colour swatches/proofs of colour match test prints will not be supplied to the Customer unless specifically requested. The Company reserves the right to charge for the production of test prints created for this purpose, and for their delivery to the Customer.

29. Colour-matching new graphics to existing graphics:
29.1 The Company is often asked to print and finish a new graphic panel(s) to match an existing set of graphics produced by the Company. It is rarely, if ever, possible to achieve an exact colour-match. This is due to the varying nature of ink pigments and dyes over time, and the age of the existing graphics. The accuracy of a colour-match can also be dependent upon the content and colour palette of the artwork in question. Colour-matching is a time-consuming process involving the production of numerous ‘fully finished’ test prints. For this reason, there is a fixed charge of £110.00 + VAT for this service. The charge is automatically included in quotations where new panels are to be matched to existing panels.
29.2 The Company needs at least one panel of the set that is to be colour-matched to be sent to its premises at the Customer’s cost to enable the process to take place. If an individual panel is to be replaced, the graphic panel in question, along with any immediately adjacent graphic panels will need to be sent, at the Customer’s cost.
29.3 If an exact-colour match is required, we recommend reprinting the complete set of graphics, or section of graphics in question.
29.4 Note – Should a Customer choose not to send a reference panel for colour-matching, the colour(s) in the new panel will not match the existing panel(s), and it is very likely the colour difference between new and old will be very noticeable. In such circumstances, the Company accepts no responsibility or liability for the accuracy of the printed colour output, and the resulting fitness for use of the new panel(s).

30. Colour matching Photo-floor graphics to Prestige Events System graphics panels:
The Company’s Photo-Floor production process uses different print media (2mm non-slip floor vinyl), different printers, different inks, and a different process to those used for the production of Prestige Events System graphics panels. The same Pantone or CMYK colour produced using each process on each material will view differently and will not match. The colour differential can also appear more acute due to being viewed on a horizontal surface (floor) and a vertical surface (Prestige Events System structure). Such variations in colour must be taken into account and anticipated when creating or signing off artwork for print.

31. Artwork approval and sign-off process:
31.1 x1 off set only of 2D print-ready proofs in PDF format will be created for approval and formal sign off before print (after the previous design drafts and revisions)
31.2 x1 off set only of 3D proofs of the 2D print-ready artwork for approval will be created to accompany the 2D proofs. If further changes are made to the artwork after sight of the 3D proofs and before artwork sign-off, additional costs will apply to create a second set of 3D proofs. Minimum charge is £240.00 + VAT (4 hours), and £60.00 + VAT per hour thereafter, and is dependent on stand size and complexity.
31.3 Pre-print checks: The Company’s graphic studio will check and pre-flight all artwork before printing.
31.4 Incorrectly formatted or unsuitable artwork that requires remedial work by the Company is charged at £60.00 + VAT per hour, minimum charge £60.00 + VAT.

32. Changes to artwork after artwork approval and sign-off:
Changes to artwork required after approval and sign-off will be charged at £60.00 + VAT per hour, minimum charge £60.00 + VAT. Charges apply whether the artwork has been created by the Company or whether the artwork has been supplied by the Customer, or their designer, and the Company is asked to make changes on the Customer’s behalf.

33. Changes to artwork during or after graphics production:
33.1 New (replacement) graphics panels that are required to be produced due to a change in artwork after approval and sign-off will be charged at the full selling price.
33.2 The charges apply whether the relevant panels have been part-produced or fully-produced and finished.
33.3 Such charges are in addition to the artwork/studio charges detailed in [Point 25 above].
33.4 Cleared funds for all artwork charges and production charges must be received before work/production commences in all instances.

34. Audio-visual and I.T. equipment compatibility (Free Hire Pro Plan Projects, Buy-to-Self-Build Project or Hire-to-Self-Build Project):
It is a Customer’s responsibility to ensure audio-visual equipment, laptops, tablets, computers, monitor screens, projectors, or any other digital devices supplied by the Customer, or sourced from a third-party provider, for use with their exhibition stand, are compatible with the hardware mountings and fixings supplied with the Prestige Events System. It is a Customer’s responsibility to supply or provide all necessary screws, bolts, mounting plates, other fixings, and tools, required to connect, fasten, or mount, any such equipment to the hardware or brackets provided by The Company. The Company will provide all necessary technical specifications and data for the equipment it will provide prior to the Event to enable the Customer, or their nominated provider, to source the compatible items and accessories required. The Company accepts no liability for any extra or unforeseen costs incurred to remedy situation whereby components are absent or incompatible, or for any loss, financial, consequential or otherwise, caused by the absence, or lack of compatibility, of such items.

35. Insurance of exhibition stand equipment and graphics:
Where the Company is undertaking installation and dismantle of a Customer’s exhibition materials or graphics which have been produced, supplied or manufactured by the Company, the exhibition stand hardware and graphics are covered by its insurance during the periods they are in the Company’s possession and care. This includes ‘in transit’ to and from the venue, and during the stand build-up and installation until the point of official handover; again, when its installers arrive at the exhibition stand at the close of the Event to dismantle it. Any loss or damage to the exhibition stand hardware, graphics, Customer’s materials or other related items, during the open periods of the Event until the Company’s installers arrive on the stand site for the dismantle remain the responsibility of the Customer. The Company accepts no responsibility for loss, damage, or theft of items belonging to a Customer from a Customer’s stand when an Event has closed and its installers’ arrival at the stand has been delayed for any reason, foreseen or unforeseen. The Company will endeavour to notify a Customer in the event of such a delay, but is not bound to do so.

36. Limitation of liability:
36.1 The extent of the parties’ liability under or in connection with the Contract (regardless of whether such liability arises in tort, contract or in any other way and whether or not caused by negligence or misrepresentation) shall be as set out in this clause 36.
36.2 Subject to clauses 36.5 and 36.6 the Company’s total liability shall not exceed the sum equal to the Price paid by the Customer to the Company.
36.3 Subject to clauses 36.536.5 and 36.6, the Company shall not be liable for consequential, indirect or special losses.
36.4 Subject to clauses 36.5 and 36.6, the Company shall not be liable for any of the following (whether direct or indirect):
(a) loss of profit;
(b) loss of revenue;
(c) loss or corruption of data;
(d) loss or corruption of software or systems;
(e) loss or damage to equipment;
(f) loss of use;
(g) loss of production;
(h) loss of contract;
(i) loss of commercial opportunity;
(j) loss of savings, discount or rebate (whether actual or anticipated);
(k) harm to reputation or loss of goodwill; or
(l) loss of business.
36.5 The limitations of liability set out in clauses 36.2 to 36.4 shall not apply in respect of any indemnities given by either party under the Contract.
36.6 Notwithstanding any other provision of the Contract, the liability of the parties shall not be limited in any way in respect of the following:
(a) death or personal injury caused by negligence;
(b) fraud or fraudulent misrepresentation;
(c) any other losses which cannot be excluded or limited by Applicable Law; or
(d) any losses caused by wilful misconduct.

37. Customers’ liability for Free Hire Pro Plan Projects and Hire-to-Self-Build Projects stand items:
Any loss or damage of Hire-to-Self-Build hardware items, or Free Hire Pro Plan Projects hardware items that occurs while the items are at a Customer’s premises, on their exhibition stand, in transit, or otherwise in their possession or care, is fully chargeable to the Customer at the full retail selling price of the relevant items. The Company recommends its Customers check their own business insurance policy(ies) carry adequate cover for such eventualities.

38. Handling of Customers’ own materials:
The Company does not accept/receive, handle, temporarily hold, store, or transport materials of any description belonging to a Customer other than Prestige Events System components, graphics & accessories.

39. Liability for Customers’ own materials:
The Company accepts no liability for loss or damage, howsoever caused, to a Customer’s own exhibition equipment (other than Prestige Events System components, graphics & accessories), marketing materials, promotional items, literature, product samples or any other items that it may agree to receive, handle, store, transport or hold on a Customer’s behalf in preparation for use at an Event or installation. In such circumstances it is the responsibility of a Customer to arrange appropriate insurance cover at its own expense. Any materials or items belonging to a Customer held at the Company’s premises, or transported in one of its vehicles, is not insured under the Company’s Combined Business or goods in transit policies.

40. Treatment of a Customer’s own materials at the dismantle of a stand (Free Hire Pro Plan Projects):
The Company requires a Customer to remove all of its own personal belongings, marketing materials, promotional items, literature, product samples, or any other items belonging to a Customer, away from their stand space and venue location at the end of an Event. The Company accepts no responsibility or liability for loss of, or damage to, any such items or materials left on a stand space or at a venue location at the end of an Event [(see also clause 29).]

41. Storage/Treatment of graphics (Free Hire Pro Plan Projects, Hire-to-Self-Build Projects):
41.1 It is normal practice for the Company to receive at its premises (following Hire-to-Self-Build Projects) or take back to its premises (following an installation) a Customer’s exhibition graphics panels, Prestige Events System hardware, and other exhibition materials after an Event.
41.2 Graphics panels must be packed in high density cardboard drums to maintain good condition for transit and long-term storage. The graphics drums are supplied by the Company. Maximum x8 graphics panels are packed in an individual drum; nominal dims. of a drum are 1100mm high x 400mm diameter; nominal weight of x1 drum containing x8 graphics panels does not exceed 20kgs. The selling price of an individual drum is £35.00 + VAT.
41.3 Free Hire Pro Plan Projects
(a) The Company stores Customer’s graphics at its premises.
(b) The Company offers free storage of Customer’s graphics and overhead cylindrical banners for 1-year after the last day of the first project with the Company.
(c) A new 1-year free storage period is triggered after each subsequent Event at which the Company is contracted to deliver a stand project on the Free Hire Pro Plan Projects.
(d) Free storage is provided on an ongoing basis on condition that the Company installs & dismantles at least one exhibition stand project per year after the first 1-year free storage period.
(e) While a Customer’s graphics are in storage at the Company, the high density storage drums in which the graphics are packed are provided free of charge as part of the storage service.
(f) End of free storage period:
(i) The free storage period will end when:
(A) the Customer has not booked a stand project, or has no plan or intention to book a stand project, with the Company when more than 1-year has elapsed since the day after the last day of the last project; or
(B) the Customer has no further use for the graphics or decides stop working with the Company.
(ii) In the event of options (A) or (B). above, the Company will:
(A) dispose of the graphics on a Customer’s behalf free of charge;
(B) pack the graphics and make them ready for delivery to the Customer for the Customer to self-store; and
(C) Charge the Customer for ongoing storage of graphics at the Company’s premises until such time as a new project is planned and booked, or they are disposed of, or they are sent back to the Customer
(iii) If graphics are to be delivered to a Customer’s premises for ‘self-storage’, a quotation for the purchase of the graphics storage drums and delivery of them to the Customer’s premises will be provided. Alternatively, Customers may make their own arrangements for collection from the Company’s premises. If a Customer chooses to have the graphics collected at their own cost, the graphics storage drums themselves are still chargeable at £35.00 + VAT per drum. The actual number of drums required for a Customer’s graphics, and their total cost, will be notified to the Customer.

(g) If the Company does not receive instructions and agreed payment (if applicable) at the end of a free storage period, it reserves the right to dispose of the graphics and any other materials without further notice or reference to the Customer 14 days after the free storage has ended. In such circumstances the Company accepts no liability for the loss or cost of the graphics and/or other materials.

42. Exhibition stand installations; exporting and importing and transporting Projects outside the United Kingdom (Free Hire Pro Plan Projects, Buy-to-Self-Build or Hire-to-Self-Build):
42.1 The Company’s quotations do not include export, import, or transport tariffs or costs relating to the movement of Products into or out of countries outside the United Kingdom. Any such costs are the sole responsibility of the Customer, and must be paid by it directly to the appropriate agency or authority.
42.2 At the end of the BREXIT transition period on 31 December 2020, there were changes to UK-EU trade at the UK border including on customs, tariffs, VAT, safety and security, documentation, vehicle standards and controlled products. UK businesses are now required to follow customs procedures in the same way they did previously when exporting/importing goods to a non-EU country.

43. Responsibility, liability, and loss for projects taking place outside the United Kingdom:
43.1 The Company accepts no responsibility or liability for additional unforeseen costs over and above the Price in the execution of projects taking place outside the United Kingdom. Any unforeseen costs arising in such circumstances will be a Customer’s liability, and will be passed on to (or settled directly by) our Customer at direct cost, without any mark-up or administration fee from the Company. Such costs include border administration or documentation charges including Carnets and Commercial Invoices; administration costs for obtaining emergency visa or passport documentation; additional labour overtime, accommodation and subsistence costs as a result of border, vehicle, airport, or transport delays or cancellations. This list is not exhaustive.

44. Important information for Customers who own and self-build their Prestige Events System exhibition stand (Buy-to-Self-Build):
44.1 Pre-build and testing of the stand after the first Event:
The Company always carries out a 100% pre-build of an exhibition stand before dispatch and before a Customer’s first Event. After the exhibition stand has been self-built by a Customer at their first Event, the Company strongly recommends Customers carry out their own 100% pre-build and testing of their exhibition stand before taking it on site again at another Event. Ensuring all Prestige Events System equipment and graphics are present and in serviceable condition is entirely a Customer’s responsibility after the first Event. The Company does not accept responsibility or liability for damaged or missing items after the first Event, from when the stand was last used. Nor does it accept responsibility or liability for any omissions or errors in our equipment and graphics calculations in CAD drawings or picking lists to create different configurations for future Events.

44.2 Organiser submissions, forms and approvals before going on site to build a stand:
It is a Customer’s responsibility to make all necessary submissions to the Event organisers, and to obtain the required approvals and permissions, before going on site to build their stand at each Event. The Company does not accept responsibility or liability for Customers’ failure to obtain the required approvals and permissions to build their stand at their Events.

45. Important information for Customers who self-build their Prestige Events Systems (Buy-to-Self-Build or Hire-to-Self-Build):
45.1 The Customer is required to attend face-to-face training at the Company’s facility in Poole in order to receive instructions on how to assemble, use and dismantle the Prestige Events System.
45.2 It is the Customer’s responsibility to ensure that the individual(s) that will be responsible for the assembly and dismantling of the Prestige Events System on behalf of the Customer attend the face-to-face training.

46. Returns Policy (Buy-to-Self-Build):
Purchased items may be returned to the Company for exchange, credit, or refund. A re-stocking fee (net of VAT) of £5.00 will apply to item(s) below £50.00 in total value, and 10% of the value on item(s) totalling more than £50.00 in value. Returns must be received by the Company within 28 days of their original despatch, and must be in new and unused condition with original tags/labels attached.

47. Returns Process:
47.1 To return an item, please email project@quadrant2design.com to obtain a Contact Name and Reference (Job) Number, then send the item in its original packaging to the following address:
Quadrant2Design
H3, The Fulcrum
7, Vantage Way
Poole
Dorset
BH12 4NU

FAO:
Ref. No.:

47.2 Customers are responsible for all return shipping charges. The Company recommends Customers use a trackable delivery service for returns. When your return is received, the Company will process it and inspect the condition of the item(s). Allow 10 working days from receipt of the item(s) for the return to be processed. The Company will notify the Customer by email when a return has been processed.
47.3 The following items cannot be returned or exchanged unless faulty or defective:
• Graphics panels
• Photo-floors
• Cylindrical overhead banners
• Pull-up banner stands

48. Unforeseen costs [(see also Points 10 & 11)]:
The Company accepts no responsibility or liability for additional unforeseen costs over and above its quoted prices in the execution of projects arising as a result of unusual or exceptional requirements – including Public Liability Insurance limits – imposed by Event organisers or Event venues, or as a result of changes to Covid-19 Regulations, or other health or disease regulations imposed by UK or overseas governments. Any such unforeseen costs arising in these circumstances will be the Customer’s liability, and will be passed on to (or settled directly by) the Customer at direct cost. Costs can include premiums for additional or exceptional insurance cover; quarantine requirements, administration or documentation charges; administration costs for obtaining emergency visa or passport documentation; additional labour overtime, accommodation and subsistence costs as a result of changes to travel restrictions, border, vehicle, airport, or transport delays or cancellations. This list is not exhaustive. The Company accepts no responsibility or liability for delays, disruption to schedules, failed deliveries, or failed installations arising as a result of the above. Nor does it accept responsibility or liability for consequential loss as a result of late or failed deliveries or installations due to the same reasons. The Company reserves the right to recover its reasonable administration costs from the Customer incurred as a result of addressing issues as detailed above or similar exceptional and unforeseen costs.

49. Termination and Suspension
49.1 The Company reserves the right to withhold installation or delivery of the Products & Services if it does not receive payment by any agreed deadline notified to the Customer for delivery or installation. In this clause 54 the ‘deadline’ means the latest opportunity available for executing delivery or commencing travel to an installation venue. A Customer’s failure to cooperate with the schedule, or failure to communicate with the Company in written or verbal form, and/or failure to meet any deadlines, including Project Critical Deadlines and payment deadlines, can have serious consequences.
49.2 The Company may terminate the Contract at any time by giving notice in writing to the Customer if:
(a) the Customer commits a material breach of the Contract and such breach is not remedied within 7 days of receiving written notice of such breach; or
(b) the Company (acting reasonably) determines that it is unable to deliver the Products & Services where there is a continuing breach of clause 49.2 by the Customer;
(c) the Customer has failed to pay any amount due under the Contract on the due date and such amount remains unpaid 7 days after the Company has given notification that the payment is overdue.
49.3 The Company may terminate the Contract at any time by giving notice in writing to the Customer if the Customer:
(a) stops carrying on all or a significant part of its business, or indicates in any way that it intends to do so;
(b) is unable to pay its debts either within the meaning of section 123 of the IA 1986 or if the Company reasonably believes that to be the case, it becomes the subject of a company voluntary arrangement under the IA 1986 or it becomes subject to a moratorium under Part A1 of the IA 1986;
(c) becomes subject to a restructuring plan under Part 26A of the CA 2006 or becomes subject to a scheme of arrangement under Part 26 of the CA 2006;
(d) has a receiver, manager, administrator or administrative receiver appointed over all or any part of its undertaking, assets or income;
(e) has a resolution passed for its winding up;
(f) has a petition presented to any court for its winding up or an application is made for an administration order, or any winding-up or administration order is made against it;
(g) is subject to any procedure for the taking control of its Products that is not withdrawn or discharged within [seven] days of that procedure being commenced;
(h) has a freezing order made against it;
(i) is subject to any recovery or attempted recovery of items supplied to it by a supplier retaining title in those items; or
(j) is subject to any events or circumstances analogous to those in clauses 49.3(a) to (i) in any jurisdiction.
49.4 If the Customer becomes aware that any event has occurred, or circumstances exist, which may entitle the Company to terminate the Contract under this clause 49, it shall immediately notify the Company in writing.
49.5 The Customer may terminate the Contract at any time by giving not less than 8 weeks’ notice in writing to the Supplier.
49.6 Where the Company has received an Order Confirmation, and an exhibition stand purchase, an exhibition stand project, series of projects, or exhibition stand installation, or purchase of production graphics panels, miscellaneous CAD or graphic design work, or exhibition stand hardware or accessories, is subsequently cancelled by the Customer pursuant to clause 49.5, the following charges will apply at the point of cancellation:
(a) Buy-to-Self-Build Projects & Hire-to-Self-Build Projects:
(i) The Company is entitled to charge a minimum of 50% of the total order value of the entire job(s) plus VAT at the current rate.
(ii) In addition to the 50% minimum charge, at the point of cancellation, the Company also reserves the right to:
(A) Charge for printed graphics already produced (or part produced), and other media or consumables that have been ordered or used in the production of the job, at the full selling price.
(B) Charge for products or services ordered in the execution of the job, at the full selling price.
(C) Charge for any other associated or ancillary costs incurred in the execution of the job, including time spent on CAD design, graphic design, and management & planning tasks, at the full selling price.
(b) Free Hire Pro Plan Projects:
(i) Charge a minimum of 50% (fifty per cent) of the total order value of the entire job(s) (for the avoidance of doubt, not 50% of a 50% deposit amount), plus VAT at the current rate.
(ii) In addition to the 50% minimum charge, at the point of cancellation, the Company also reserves the right to:
(A) Charge for printed graphics already produced (or part produced), and other media or consumables that have been ordered or used in the production of the job, at the full selling price.
(B) Charge for products or services ordered in the execution of the job, at the full selling price.
(C) Charge for any other associated or ancillary costs incurred in the execution of the job, including time spent on CAD design, graphic design, and management & planning tasks, at the full selling price.
49.7 Termination or expiry of the Contract shall not affect any accrued rights and liabilities of the Supplier at any time up to the date of termination.

50. Assignment:
The Company may assign part of a Contract to any person, firm or company without the prior consent of a Customer. A Customer shall not be entitled to assign a Contract or any part of it without the prior written consent of the Company.

51. Force Majeure:
51.1 Neither party shall have any liability under or be deemed to be in breach of the Contract for any delays or failures in performance of the Contract which result from Force Majeure. The party subject to the Force Majeure event shall promptly notify the other party in writing when such the event causes a delay or failure in performance and when it ceases to do so. If the Force Majeure event continues for a continuous period of more than [number] days, either party may terminate the Contract by written notice to the other party.
51.2 Neither the Company nor a Customer shall be liable for any failure or delay in performing their obligations where such failure or delay results from any cause that is beyond the reasonable control of that party. Such causes include, but are not limited to: prohibited access to or closure of an Event venue; cancellation of an Event due to Organisers becoming insolvent; power failure; Internet Service Provider failure; industrial action; civil unrest; fire; flood; storms; earthquakes; acts of terrorism; acts of war; governmental action; pestilence or disease including a pandemic such as Covid-19; or any other event that is beyond the control of the party in question.

52. Severance:
The Company and a Customer agree that, in the event that one or more of the provisions of these Terms of Business or a Contract are found to be unlawful, invalid or otherwise unenforceable, that / those provisions shall be deemed severed from the remainder of these Terms of Business (and, by extension, a Contract). The remainder of these and the Contract shall be valid and enforceable.

53. Third party Rights:
A person who is not a party to these Terms of Business or a Contract shall have no rights under the Contract pursuant to the Contracts (Rights of Third Parties) Act 1999.

54. Extent of Terms:
54.1 These Terms of Business shall apply exclusively to all contracts between the Company and its Customers.
54.2 No amendments, variations or exclusions shall apply to the terms without the prior agreement and written consent by a Director of the Company.

55. Changes to Terms:
55.1 The Company reserves the right to change these Terms of Business at any time without prior notice.
55.2 Its latest Terms of Business are available on its website – https://www.quadrant2design.com/terms-and-conditions/ – or at any time on request.

56. Law:
These Terms of Business and a Contract agreement with a client (including any non-contractual matters and obligations arising therefrom or associated therewith) are governed by, and construed in accordance with, the laws of England and Wales. Any dispute, controversy, proceedings or claim between the parties relating to these Terms and Conditions or to a Contract (including any non-contractual matters and obligations arising therefrom or associated therewith) shall fall within the jurisdiction of the courts of England and Wales.

Schedule 1       Definitions and Interpretation

1. In these Terms and Conditions the following definitions apply:

2 In these Terms and Conditions, unless the context otherwise requires:
2.1 a reference to the Contract includes these Terms and Conditions, the Order Confirmation, and their respective schedules, appendices and annexes (if any);
2.2 any clause, schedule or other headings in these Terms and Conditions are included for convenience only and shall have no effect on the interpretation of these Conditions;
2.3 a reference to a ‘party’ means either the Company or the Customer and includes that party’s personal representatives, successors and permitted assigns;
2.4 a reference to a ‘person’ includes a natural person, corporate or unincorporated body (in each case whether or not having separate legal personality) and that person’s personal representatives, successors and permitted assigns;
2.5 a reference to a ‘company’ includes any company, corporation or other body corporate, wherever and however incorporated or established;
2.6 a reference to a gender includes each other gender;
2.7 words in the singular include the plural and vice versa;
2.8 any words that follow ‘include’, ‘includes’, ‘including’, ‘in particular’ or any similar words and expressions shall be construed as illustrative only and shall not limit the sense of any word, phrase, term, definition or description preceding those words;
2.9 a reference to ‘writing’ or ‘written’ includes any method of reproducing words in a legible and non-transitory form;
2.10 a reference to ‘by return’ means (in relation to an obligation to pay) as soon as reasonably practicable, allowing for any time taken for electronic bank transfers to complete;
2.11 a reference to ‘payment’ means cleared funds visible in the Company’s bank account. The Company does not accept remittance advice notes, bank transmission documents, or any other bank documentation as proof of payment.
2.12 a reference to legislation is a reference to that legislation as amended, extended, re-enacted or consolidated from time to time and a reference to legislation includes all subordinate legislation made from time to time under that legislation; and
2.13 a reference to any English action, remedy, method of judicial proceeding, court, official, legal document, legal status, legal doctrine, legal concept or thing shall, in respect of any jurisdiction other than England, be deemed to include a reference to that which most nearly approximates to the English equivalent in that jurisdiction.

Schedule 2 [Free Hire Pro Plan Projects]

Free Hire Plan hires the Prestige Events System infrastructure, hardware and selected accessories at zero cost for the duration of the Customer’s first and all future events on the basis that Quadrant2Design® is contracted to project manage, install & dismantle each stand project. Free Hire Plan also includes free storage of graphics panels between events.
1. Free Hire Plan includes:
1.1 Stand planning:
✔ Submission of Prestige Events System stand-build plans to the Event organisers for approval.
✔ Calculation & preparation of electrical mains and electrical sockets location plans for the Prestige Events System stand lighting and AV accessories. [Prestige Events System overhead lighting and showcase lighting is LED using step-down transformers and 3-pin plugs. The lighting is not wired directly into mains electrical supplies as in the case of traditional build stands.]
✔ Creation & submission of Risk Assessment, Method Statement and Construction Phase Plan to the Event organisers for the stand installation & dismantle.
✔ Liaison with Event organisers and on-site contractors relating to the installation & dismantle of the Prestige Events System stand structure

1.2 Stand design; graphics production; stand installation & dismantle:
✔ Technical CAD design work and creation of InDesign artwork templates.
✔ Check suitability of artwork files/assets received from the Customer.
✔ Graphic Design.
✔ Free Hire of Prestige Events System hardware & accessories for the duration of the Event.
✔ Production and outright purchase of Prestige Events System full colour digitally printed graphic panels.
Graphics are applied to the front face of the stand structure from ground level to the max height of the stand design. Plain white panels are applied to the reverse side of the stand structure above 2.5m high. All graphics panels can be re-used at future events.
✔ Supply of single colour curtain on an outright purchase basis (limited range of standard colours).
✔ Production, supply & fitting of Quadrant2Design® single-use digitally printed photo-floor directly to venue concrete floor (no raised platform). Includes removal & disposal after show. Additional cost may apply if venue is permanently carpeted. If preferred, a single colour cord carpet can be supplied instead of Photo-floor at an additional cost (select range of colours; fitted directly to the hall floor – no raised platform).
✔ Paid hire of counter-mounted tablet holders if shown in the CAD drawings (see Notes no. 6).
✔ 100% pre-build and testing of your stand at Quadrant2Design’s premises before every Event.
✔ Transport, installation & dismantle of Prestige Events System stand at the venue by Quadrant2Design® skilled installers.

2. Free Hire Plan does not include:
✖ Production of a suspended cylindrical overhead banner.
✖ Hire, supply, ordering or management of on-site services e.g.: electrical sockets; broadband; network connections; sink; water supply; waste; rigging services. Rigging of the suspended banner, or any other rigging service (truss, lighting rig, banner rig) is not included in quotations. These services must be organised, managed, ordered and paid for directly by the exhibitor.
✖ Hire, supply, ordering or management of TV screens; IT or AV equipment; tablets; driving devices – any such items shown in CAD drawings or 3D visuals are for illustrative purposes only.
✖ Hire, supply, ordering or management of furniture or other hire items or accessories – any such items shown in CAD drawings or colour visuals are for illustrative purposes only.
✖ Transport/storage/handling of Customer’s own materials: literature, product, promotional items, accessories, personal belongings or any other items.
✖ Removal/handling transport of the Customer’s own materials as described above away from the stand at the end of a show.

Schedule 3 [Buy-to-Self-Build Plan Projects]

1. Buy-to-Self-Build Plan includes:
1.1 Stand planning:
✔ Provision of technical Prestige Events System stand plans to the Customer for submission to the Event organisers for build approval.
✔ Calculation & preparation of electrical mains and electrical sockets location plans for the Prestige Events System stand lighting and AV accessories. [Prestige Events System overhead lighting and showcase lighting is LED, using step-down transformers and 3-pin plugs. The lighting is not wired directly into mains electrical supplies as in the case of traditional build stands.]
✔ Provision of Risk Assessment, Method Statement and Construction Phase Plan templates for completion by the Customer for submission to the Event organisers for the stand installation & dismantle.

1.2 CAD design; graphic design; stand system purchase; graphics production; stand pre-build & testing:
✔ Technical CAD design work and creation of InDesign artwork templates.
✔ Check suitability of artwork files/assets received from the Customer.
✔ Graphic Design – (see Notes no. 4).
✔ Outright purchase of Prestige Events System hardware & accessories. Includes aluminium frames, magnetic struts, display showcases, lighting, ‘Counterfix’ counters, ‘Highline’ TV mounting stands, transit cases. (10-year warranty on folding frames.)
✔ Outright purchase of counter-mounted tablet holder(s) where shown in CAD drawings.
✔ Production and outright purchase of Prestige Events System full colour digitally printed graphic panels.
Graphics are applied to the front face of the stand structure from ground level to the max height of the stand design. Plain white panels are applied to the reverse side of the stand structure above 2.5m high. All graphics panels can be re-used at future events.
✔ Outright purchase of single colour curtain (limited range of standard colours).
✔ 100% pre-build and testing of your stand at Quadrant2Design’s premises before despatch.
✔ Free 2-hour face-to-face training session at our Poole facility in how to set up and use your Prestige Events System exhibition stand.

2. Buy-to-Self-Build Plan does not include:
✖ Project Management or liaison with Event Organisers; stand build submissions and approvals.
✖ Delivery of the stand.
✖ Supply of pallet, shrink wrap, shipping crate, or any packaging materials other than the Prestige Events System transit cases.
✖ Production or supply of Quadrant2Design® single-use digitally printed ‘Photo-Floor™’.
If supplied as an optional extra, quotations do not include fitting, or removal & disposal after show. If a venue is permanently carpeted, the use of a Photo-floor may not be possible, and additional costs may apply.
✖ A suspended cylindrical overhead banner.
✖ Hire, supply, ordering or management of on-site services e.g.: electrical sockets; broadband; network connections; sink; water supply; waste; rigging services. Rigging of a suspended banner, or any other rigging service (truss, lighting rig, banner rig).
✖ Hire, supply, ordering or management of TV screens; IT or AV equipment; tablets; driving devices – any such items shown in CAD drawings or 3D visuals are for illustrative purposes only.
✖ Hire, supply, ordering or management of furniture or other hire items or accessories – any such items shown in CAD drawings or colour visuals are for illustrative purposes only.
✖ Storage of exhibition stand after delivery to the Customer.
✖ Transport/storage/handling of Customer’s own materials: literature, product, promotional items, accessories, personal belongings or any other items.

Schedule 4 [Hire-to-Self-Build Plan Projects]

1. Hire-to-Self-Build Plan hire periods and terms:
1.1 When a Customer ‘self-builds’ on a ‘hire’ basis, the Prestige Events System hardware (stand framework, lighting, showcases, counter, carry cases and any other hardware accessories) are supplied on a hire basis for the duration of the agreed hire period. The hardware is used with printed graphics panels that the Customer owns outright (whether the graphics are being produced for the first time for a first Event, or that already exist and have been produced for a previous Event).
1.2 A single hire period for a UK Event is up to 21 days:
• 7-days before the Event
• 7-days for the duration of the Event
• 7-days after the end of the Event

1.3 A single hire period for an Event taking place outside of the UK is up to 63 days:
• 28 days before the Event
• 7-days for the duration of the Event
• 28-days after the end of the Event

1.4 Failure to return the hire equipment within the agreed hire period will incur the following charges:
• 5% of the hire price per day for each day that the equipment is not returned after the end of the hire period

1.5 Full selling price is chargeable for any hire item lost or damaged during the time the equipment has been in the Customer’s care.

2. Hire-to-Self-Build Plan includes:
2.1 Stand planning:
✔ Provision of technical Prestige Events System stand plans to the Customer for submission to the Event organisers for build approval.
✔ Calculation & preparation of electrical mains and electrical sockets location plans for the Prestige Events System stand lighting and AV accessories. [Prestige Events System overhead lighting and showcase lighting is LED using step-down transformers and 3-pin plugs. The lighting is not wired directly into mains electrical supplies as in the case of traditional build stands.]
✔ Provision of Risk Assessment, Method Statement and Construction Phase Plan templates for completion by the Customer for submission to the Event organisers for the stand installation & dismantle.

2.2 Stand CAD design; graphic design; stand hire; graphics production; stand pre-build & testing:
✔ Technical CAD design work and creation of InDesign artwork templates.
✔ Check suitability of artwork files/assets received from the Customer.
✔ Graphic Design.
✔ Paid Hire of Prestige Events System hardware & accessories for the duration of your Event.
Includes aluminium frames, magnetic struts, display showcases, lighting, ‘Counterfix’ counters, ‘Highline’ TV mounting stands, transit cases.
✔ Hire of counter-mounted tablet holder(s) where shown in CAD drawings. The brackets are compatible with select Tablets only.
✔ Production and outright purchase of Prestige Events System full colour digitally printed graphic panels.
Graphics are applied to the front face of the stand structure from ground level to the max height of the stand design. Plain white panels are applied to the reverse side of the stand structure above 2.5m high. All graphics panels can be re-used at future events.
✔ Supply of single colour curtain on an outright purchase basis (limited range of standard colours).
✔ 100% pre-build and testing of your stand at Quadrant2Design’s premises before every Event.
✔ Free 2-hour face-to-face training session at our Poole facility in how to set up and use your Prestige Events System exhibition stand.

2.3 Storage of Graphic Panels between events:
✔ Free storage of graphics for 1-year after the last day of your first stand project. A rolling 1-year free storage period is triggered after every subsequent Event for which the Customer hires Prestige Events System hardware for use with new or existing graphic for an Event.

3. Hire-to-Self-Build Plan does not include:
✖ Project Management or liaison with Event Organisers; stand build submissions and approvals.
✖ Delivery or collection of the stand from/to Quadrant2Design’s premises.
✖ Supply of pallet, shrink wrap, shipping crate, or any packaging materials other than the
Prestige Events System transit cases.
✖ Production or supply of Quadrant2Design® single-use digitally printed ‘Photo-Floor’.
Single use only; for fitting directly to venue concrete floor (no raised platform). If supplied as an optional extra, the quotation does not include fitting, or removal & disposal after show. If a venue is permanently carpeted, the use of a Photo-floor may not be possible, and additional costs may apply if it is.
✖ Suspended cylindrical overhead banner (suggested for single use only).
✖ Hire, supply, ordering or management of on-site services e.g.: electrical sockets; broadband; network connections; sink; water supply; waste; rigging services. Rigging of a suspended banner, or any other rigging service (truss, lighting rig, banner rig).
✖ Hire, supply, ordering or management of TV screens; IT or AV equipment; tablets; driving devices – any such items shown in CAD drawings or 3D visuals are for illustrative purposes only.
✖ Hire, supply, ordering or management of furniture or other hire items or accessories – any such items shown in CAD drawings or colour visuals are for illustrative purposes only.
✖ Transport/storage/handling of Customer’s own materials: literature, product, promotional items, accessories, personal belongings or any other items.