ScotHot 2019 Exhibition Terms and Conditions

1. DEFINITIONS. In these Terms and Conditions the term “Exhibitor” means any person firm or company who has made application for and who has been granted Space in the Exhibition. The term “Exhibition” means ScotHot 2019. The term “Organisers” means Fresh Montgomery Ltd  or  its  lawful  assigns.  The  term  “Space”  means  the  area  in  the  Exhibition  applied  for  or  allotted  to  the  Exhibitor.   The  term “Exhibition Services” means services which are inclusive within the m2 space rate such as publicity material, security, cleaning, traffic management,  exhibition  catalogue  listing  and  any  other  services  which  the  Organisers  may  from  time  to  time  offer  at  their discretion.

2. THESE TERMS  AND  CONDITIONS shall  be  construed  in  accordance with  English  law  and the  parties irrevocably agree 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.   The  Terms  and  Conditions  shall  be  deemed  to  include  all  other  Terms  and  Conditions  or  Rules  and Regulations issued from time to time by the Organisers including the Exhibitor Manual and the Rules & Regulations as outlined in the eGuide (for a copy of the eGuide please go to www.aev.org.uk/e-guide). The Exhibitor also agrees that this contract is subject to the terms of the agreement between the Organisers and the venue owner under which the Organisers have licensed the premises of which the Space is part.

3. APPLICATIONS FOR SPACE. Applications for space must be made on the Organisers’ official Contract to Exhibit Form. The Organisers reserve the right to accept or  reject any  application.  Application  for  Space  by  the  Exhibitor and  the  allotment  of  Space  by the  Organisers  shall  constitute  a contract  subject  to  these  Terms  and  Conditions  and  the  Rules  and  Regulations  outlined  within  the  Exhibitor  Manual.  It  is acknowledged that an allotment of Space by the Organisers shall also include Exhibition Services. Where an application has been made by a person acting as agent, factor or licensee, he shall disclose this to the Organisers.

4. SIGNATORIES. The person or persons signing the Contract to Exhibit Form on behalf of the Exhibitor shall be deemed to have full authority to do so on behalf of the Exhibitor and the Exhibitor shall have no right to claim against the Organisers that such person or persons did not have such authority.

5. LICENSOR AND LICENSEE. Upon  acceptance  of  the  Contract  to  Exhibit  Form  by  the  Organisers  there  shall  be  a  contract  between  the  Organisers  and  the Exhibitor subject to these Terms and Conditions. As regards any Space allotted the relationship of licensor and licensee shall exist between the Organisers and the Exhibitor. In case of non-payment of any sum due from the Exhibitor (whether formally demanded or not) or of any other breach or non-observance by the Exhibitor of any of these Terms and Conditions the Organisers shall have the right  to  revoke  his  licence  and  re-enter  upon  the  allotted  space  to  remove  and  exclude  the  Exhibitor  and  all  persons  therefrom without prejudice to the right to recover all sums payable by the Exhibitor hereunder and without prejudice to any other right or remedy available to the Organisers.

6. PAYMENT TERMS. Each Exhibitor is responsible for settling all accounts for ancillary charges and expenses incurred in connection with ScotHot 2019, which are initiated by him, his agent, representative or contractor and must discharge all such liabilities forthwith when called upon to do so. 

The Exhibitor shall pay in full and cleared funds in the following instalments:

With contract or by 2nd April 2018 whichever is the latter - 20% of total cost + VAT
On or before 13th September 2018 - a further 40% + VAT
On or before 13th December 2018 - a further 40% + VAT

The Organisers reserve the right to close or have removed any stand and/or exhibits belonging to any Exhibitor who has not fulfilled his obligations relating to payments.

In this agreement VAT and any other applicable tax has been shown separately. The appropriate amount of tax deemed payable will be calculated at the time of invoice and such tax shall be deemed payable when the charge to which it relates is deemed payable.

If any of the above payments are fourteen days in arrears (whether demanded or not) the Organisers shall have the right to charge interest on the overdue amounts from the due date, at a rate of 8% above the base lending rate of HSBC Bank plc from time to time. Such interest shall accrue after as well as before any judgement and shall accrue on a daily basis compounded for the overdue period with three monthly rests. In addition if the above payments are fourteen days in arrears the Contract may at any time thereafter be terminated forthwith by notice in writing by the Organisers to the Exhibitor. In such event all payments made shall be forfeited and a  cancellation  charge  will  be  applied pursuant  to  paragraph  7 which  shall  become  due  and  payable  forthwith  together  with  any accrued interest. 

7. CANCELLATION/REDUCTION OF SPACE.
(i) In the event that an Exhibitor either wishes to cancel his space booking or reduce the size of his space booking after acceptance by the Organisers or fails to meet any of the payment obligations (whether as to the amounts or dates of payment) detailed herein or in the Space Application Form then the Organisers reserve the right (but without being obliged to do so and without prejudice to any other right or remedy available to the Organisers) to apply cancellation/reduction charges and to reallocate such space. The parties agree that quantifying losses arising from the Exhibitor’s cancellation or reduction of the space booking is inherently difficult, as the Organiser shall incur expenses, allocate  resources  and take other actions  in connection  with the  tasks  necessary  to facilitate  and manage  the  Event.   The  parties  further  agree  that  the  cancellation/reduction  charges  below  are  not a  penalty,  but  rather  a reasonable  measure  of  damages based  upon the parties’ experience  in  the  event  industry and  the  nature of the  losses  that  may result from such cancellation or reduction of the space booking.

The cancellation/reduction charges shall be as follows:

On or before 1st April 2018 - 0%
Between 2nd April 2018 and 12th September 2018 (both dates inclusive) - 20%
Between 13th September 2018 and 12th December 2018 (both dates inclusive) - 60%
After 12th December 2018 - 100%

(ii) If  the  Exhibitor wishes  to  cancel  or  reduce  the  size  of  his  stand  then  written  notice  of  such  wish  must  be  forwarded  to  and received by the Organisers by Recorded Delivery Post at 9 Manchester Square, London W1U 3PL. For the avoidance of doubt the Organisers shall not be obliged to accept the Exhibitor’s notice of cancellation.
(iii) Notwithstanding that the Organisers may resell or reallocate the cancelled stand space (or the space by which it is reduced) after payment  of  the  cancellation  charges,  the  Organisers  shall  be  under  no  obligation  to  reimburse  all  or  any  part  of  such cancellation/reduction charges.

8. DURATION OF EVENT. Details of Exhibition hours are given in the Exhibitor Manual. During these times, stands must be manned by the Exhibitor’s staff.

9. EXHIBIT PROFILE/REMOVAL OF EXHIBITS. Only exhibits pertaining directly to the food, drink & hospitality Industry will be allowed. The Organisers reserve the right to have removed from the hall any exhibit or item complementary to an exhibit not conforming in their opinion to this Regulation.The  Organisers  reserve  the  right  to  require  the  Exhibitor  to  remove  any  exhibit  or  category  of  exhibit  if  the  Organisers  in  their absolute discretion consider that the same is libellous of an obscene nature or may infringe the rights of any third party or which the Organisers consider in their absolute discretion to be undesirable or detrimental to the Exhibition, other exhibitors or the general commercial interests of the Organisers or any associated company.

10. RELOCATION. For the avoidance of doubt any contract between the Organisers and the Exhibitor for space is only for the area of such space and no acceptance by the Organisers of the Exhibitor’s Contract to Exhibit Form or allocation of the Exhibitor’s name to any particular part of any Exhibition floor plan or stand number will constitute any agreement warranty or representation by the Organisers that the Exhibitor is entitled to exhibit at the Exhibition in such particular location and the Organisers reserve the right without being required to give notice to the Exhibitor to alter the layout of the Exhibition floor plan or position of any stand at any time.

11. OTHER EXHIBITORS. Whilst the Organisers shall act in good faith, the name of any exhibitor which may appear on any floor plan or stand number or any statement made by or on behalf of the Organisers that any exhibitor is booked to attend the Exhibition provisionally or otherwise shall not constitute any warranty representation or undertaking by the Organisers that any such exhibitor will attend the Exhibition or attend at any particular location.

12. SPACE NOT OCCUPIED. The Exhibitor must occupy the Space allotted to him by show opening time on the first day of the Exhibition. Any Exhibitor failing to do so will be deemed to have cancelled his Space booking. In this event the Terms and Conditions relating to Cancellation will apply and the Organisers may resell or reallocate such space.

13. PROMOTION AND REPRESENTATIONS.
(i) Whilst  the  Organisers shall  use  their  reasonable  endeavours to  organise  and  promote  the  Exhibition  in  such  manner  as  they consider appropriate the Organisers reserve the right to amend or vary the manner or methods of such organisation and promotion and therefore any statements made by or on behalf of the Organisers as to audience projections or methods or timing of promotion shall  constitute  only  general  indications  of  the  Organisers’  promotion  and  organising  strategy  and  shall  not  amount  to  any representation or warranty.
(ii) Any application for stand space or any acceptance thereof by the Organisers shall not be conditional on the presence or location or absence of any other exhibitor at or from the same or any other Exhibition and any reference to such conditionality shall not apply to any contract for space between the Organisers and the Exhibitor for Exhibition stand space.

14. ASSIGNMENT. The Exhibitor shall not be entitled to assign sublet or grant licences in respect of the whole or any part of the Space allocated to him, or assign or otherwise deal with his rights and obligations hereunder nor may any cards advertisements or printed matter of persons who are not bona fide Exhibitors be exhibited or distributed on any stand. This shall not apply to persons firms or companies being subsidiaries agents or principals of the Exhibitor and who are duly listed with the Contract to Exhibition Form at the time of booking. The Organisers shall be entitled to assign the benefit (subject to the burden) of the contract for Space without notice to or consent from the Exhibitor.

15. EXCLUSION OF PERSONNEL. The Organisers reserve the right in their absolute discretion to exclude or remove from the Exhibition any person whose presence is or is likely to be undesirable and the Organisers may exercise such rights notwithstanding that any person is the servant agent or contractor of the Exhibitor or otherwise in any way connected or associated with the Exhibitor.

16. ERECTION OF STANDS. All Stands - No Exhibitor will be permitted to display any exhibit in such a manner as in the opinion of the Organisers obstruct the light or impede the view along the open spaces or gangways or to occasion inconvenience or otherwise affect the display of other exhibitors.
Shell Scheme Stands - A dimensioned drawing and full details of the Organisers’ shell scheme stand will be provided to each Exhibitor in the Exhibitor Manual. Exhibitors may be permitted to appoint another contractor for interior work to the shell scheme subject to the Organisers’ prior written consent being obtained.
Space  Only - Exhibitors  must  appoint  a  contractor  who  is  aware  of  their  responsibilities  under  all  Health  and  Safety  legislation including  CDM  2015  and  must  provide  the  organisers  with  their  full  details  including  any  sub-contractors.   Exhibitors  must  also ensure their contractors and sub-contractors are aware of and comply with all Terms and Conditions and Rules and Regulations for the exhibition as issued from time to time by the Organisers.The  Exhibitor  is  reminded  that  in  accordance  with  the  Exhibitor  Manual,  the  exchange  of  money  at  the  Exhibition  is  strictly prohibited. The  Exhibitor  shall ensure  that it and  its stand sharers, servants,  agents  and  contractors comply  with  this  policy  at  all times.

17. FIRE PRECAUTIONS. All materials used for building, decorating or covering stands must be of non-flammable material. Exhibitors must comply with all instructions given by the relevant authorities to avoid the risk of fire or any other risk.

18. DANGEROUS MATERIALS. The  following  are  excluded  from the  Exhibition:  explosives,  detonating  or fulminating  compounds,  and  all  dangerous  or  harmful substances, including primings, fireworks, etc. Primings, fireworks, matches and similar objects can only be exhibited in the form of imitations, and on condition that they contain no inflammable matter.

19. ATTENDANCE. The Exhibitor acknowledges that the Organisers shall not be held responsible for the failure of all or any other contracted exhibitors to attend the Exhibition or the failure of any number of attendees to attend the Exhibition for any reason.

20. POSTPONEMENT OR ABANDONMENT. The  Exhibitor  shall  not  have  any  claim  against  the  Organisers  in  respect  of  any  loss  or  damage  whatsoever  (including  for  the avoidance of doubt any refund of payments made) consequent upon the Exhibition failing (for whatsoever reason) to be held or the Exhibition venue being or becoming wholly or partially unavailable for the holding of the Exhibition for whatsoever reason. If by rearrangement  or postponement  of the period  of  the  Exhibition  or  by substitution of  an alternative  venue for  the Exhibition  or by means of any other reasonable matter or thing the Exhibition can be held the contracts for space shall be binding upon all parties save that the same shall be deemed to be varied so as to allow for any necessary change in venue, dates or period of the Exhibition, stand size, location or otherwise.

21. INDEMNITY. The Exhibitor and any stand sharers shall fully indemnify and keep indemnified the Organisers its employees, contractors and agents (each  an indemnified  party)  against  all  costs  claims  demands  proceedings and losses whatsoever made against or incurred by anindemnified party as a result of the Exhibitor, a stand sharer or its employees or agents exhibiting displaying advertising promoting selling  or  supplying  any  goods  or  services  at  the  Exhibition,  including  without  limitation  any  claim  in  respect  of  damage,  injury, accident or loss arising to any person (including members of the public or an indemnified party) or property as a result of any act or omission of the Exhibitor or a stand sharer or any of their servants, agents, contractors or invitees.

22. INSURANCE. Exhibitors and any stand sharers shall make sure that they are fully covered by insurance including, but not restricted to, all risks on their property, exhibits or articles of any kind, employers’ liability, minimum of 2,000,000 pounds public liability and comprehensive protection against any loss or damage caused by any circumstance whatsoever whether by reason of fire, water, theft, accident or any other cause. Such insurance shall cover any losses covered by the indemnity in paragraph 21 to the fullest extent reasonably possible. If the Organisers so demand the Exhibitor shall provide proof to the Organisers that the Exhibitor has adequate insurance cover.  In  addition, Exhibitors  may wish to  take insurance  for  losses  and  wasted  expenditure  in  the  event  of  the Exhibition  being cancelled, abandoned or curtailed. Exhibitors must ensure that their temporary staff and the staff of their agents or contractors are insured  against  claims  for  employers  liability  and/or  workman’s  compensation.  The  period  for  which  such  insurance  shall  be maintained shall run from the time the Exhibitor or any of his servants, agents or contractors first enters the Exhibition grounds, and continue until he has vacated the Exhibition grounds and all his exhibits and property have been properly removed. 

23. LIMITATION OF LIABILITY.
(i) Nothing in the Terms and Conditions shall limit or exclude the Organisers’ liability for:
(a) death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors;
(b) fraud or fraudulent misrepresentation; or
(c) breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession) or any other liability which cannot be limited or excluded by applicable law.
(ii) Subject to paragraph (i), the Organisers shall not be liable to the Exhibitor, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Terms and Conditions for:
(a) loss of profits;
(b) loss of sales or business;
(c) loss of agreements or contracts;
(d) loss of anticipated savings;
(e) loss of damage to goodwill; and
(f) any indirect or consequential loss.
(iii) Subject to paragraph (i) the Organisers total liability to the Exhibitor, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Terms and Conditions shall be limited to the total costs paid under the Terms and Conditions.
(iv) The  Organisers  shall  not  in  any  event  be  held  responsible  for  any  restriction  or  conditions  which  prevent  the  construction, erection, completion, alteration or dismantling of stands or the entry, siting or removal of exhibits, or for failure of any services or amenities provided or contracted to be provided by the venue owner or other third parties.
(v) The  Organisers shall  not  be  liable  in  respect  of  any  contract  entered  into  between  the  Exhibitor  and  any  official  contractor appointed by the Organisers for the negligence or default of any such contractor, its servants or agents.
(vi) The terms set out in this paragraph 23 shall survive termination.

24. BANKRUPTCY. In the  event of the Exhibitor  becoming  bankrupt  committing  any  act  of bankruptcy going into liquidation  or having  a Receiver or Administrator  appointed in  respect  of  any of  its  assets  then  the  Organisers  reserve the  right  to  terminate  the  contract  with  the Exhibitor forthwith and the Terms and Conditions relating to Cancellation shall apply.

25. FORCE MAJEURE. The Organisers shall not be liable to the Exhibitor by reason of any cancellation or part time opening of the Exhibition, either as a whole or in part, for any non performance of their obligations under this contract or for any amendments or alterations to all or any of the Rules or Regulations of the Exhibition in each case to the extent that such occurrence is due to circumstances not within their control.

26. GROUP STANDS. Contracting parties for group stands are responsible for ensuring that all Exhibitors within their group are fully aware of, and agree to abide by these Terms and Conditions and by regulations outlined within the Exhibitor Manual of the Exhibition.

27. DATA PROTECTION - PRIVACY. By signing the Contract to Exhibit Form the Exhibitor is consenting, under all relevant data protection legislation, to the Organiser communicating with Exhibitors by telephone, fax, email and by post and using its personal information for the following purposes, namely:  for  the  Organiser’s  internal  purposes  which  will  include  accounts  processing,  internal  analysis  of  Exhibitors,  inviting Exhibitors to other events organised by the Organiser or its group, disclosure of information to contractors who provide services in respect of the Exhibition (including but not limited to shell scheme, security, registration, cleaning and freight contractors, caterers and electricians), disclosure to direct mailing contractors and disclosure or transfer of Exhibitor’s personal data to members of the Organiser’s group worldwide to allow the group to further develop its business and its services to Exhibitors. The Organiser may also pass  Exhibitor  details  to  third  parties  who  provide  goods  and  services  likely  to  be  of  interest  to  Exhibitors.   Please  contact  the Organiser in writing if you do not wish your personal information to be used in any of the ways mentioned above.

28. WAIVER. The failure of the Organisers at any time to enforce any provision of these Terms and Conditions or the Rules and Regulations shall not affect their right thereafter to require complete performance by the Exhibitor nor shall the waiver of any breach of any such provision be taken as or held to be a waiver of any subsequent breach or be a waiver of the provision itself.