Exhibitor Terms & Conditions

1. DEFINITIONS

The following definitions apply to these terms and conditions:

“Exhibitor” means any person firm or company who has made application for and has been granted Space in the Exhibition;

“Exhibition” means Go Green Scotland on 11th & 12th November 2023;

“Organiser” means National World Publishing Limited or its lawful assignees;

“Space” means the area in the Exhibition applied for or allotted to the Exhibitor;

“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 Organiser may from time to time offer at their discretion.

2. APPLICATIONS FOR SPACE

1. Applications for Space must be made by submitting a completed Exhibitor Booking Form. The Organiser reserves the right to accept or reject any application. Application for Space by the Exhibitor and the allotment of Space by the Organiser shall constitute a contract subject to these Terms and Conditions and the terms outlined within the Exhibitor Manual. It is acknowledged that an allotment of Space by the Organiser shall also include Exhibition Services. Where an application has been made by a person acting as agent, factor or licensee, they shall disclose this to the Organiser.
2. The Exhibitor shall be responsible for submitting applications at its own expense and for observance and compliance with all statutory requirements all bye-laws or regulations of local or other competent authorities bodies or societies (including but not limited to The Performing Rights Society and Phonographic Performance Ltd) in respect of all matters concerned with the use of the Space including all copyright clearances and licences and to produce copies of such documents to the Organiser on demand.

3. RELATIONSHIP BETWEEN THE PARTIES

Upon acceptance of the Booking Form by the Organiser there shall be a contract between the Organiser and the Exhibitor subject to these Terms and Conditions. The relationship of licensor and licensee shall exist between the Organiser and the Exhibitor for any Space allotted . 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 Organiser shall have the right to revoke the licence and remove and exclude the Exhibitor and all persons from the Exhibition without prejudice to the right to recover all sums payable by the Exhibitor and without prejudice to any other right or remedy available to the Organiser.

4. PAYMENT TERMS

Each Exhibitor is responsible for settling all accounts for ancillary charges and expenses incurred in connection with the Exhibition, which are initiated by them, their agent, representative or contractor and must settle all such liabilities when called upon to do so.

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

• 30% of agreed Space fee within 21 days of completed Exhibitor Booking Form
• Remaining 70% no later than 7 weeks prior to the Exhibition date

The Organiser reserves the right to close or have removed any stand and/or exhibits belonging to any Exhibitor who has not fulfilled their payment obligations.

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 payments due by the Exhibitor to the Organiser are fourteen days in arrears (whether demanded or not) the Organiser shall have the right to charge interest on the overdue amounts from the due date, at a rate of 4% above the Bank of England base rate 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 any payments remain unpaid 60 days after the due date, the contract between the Exhibitor and Organiser may be terminated immediately by notice in writing by the Organiser to the Exhibitor. In such event all payments made shall be forfeited and a cancellation charge will be applied pursuant to clause 5 which shall become due and payable forthwith together with any accrued interest.

5. 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. The Organiser reserves the right in its discretion to shorten, extend or otherwise alter such duration hours on notice to the Exhibitor. In such circumstances, all charges and costs will remain payable by the Exhibitor.

6. EXHIBIT PROFILE/REMOVAL OF EXHIBITS

The Organiser reserves the right to have removed from the hall any exhibit or item complementary to an exhibit not conforming in their opinion to the theme of the Exhibition. 

The Organiser reserve the right to require the Exhibitor to remove any exhibit or category of exhibit if the Organiser 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 Organiser consider in their absolute discretion to be undesirable or detrimental to the Exhibition, other exhibitors or the general commercial interests of the Organiser or any associated company.

7. RELOCATION

For the avoidance of doubt any contract between the Organiser and the Exhibitor for Space is only for the area of such Space and no acceptance by the Organiser of the Exhibitor’s Booking 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 Organiser that the Exhibitor is entitled to exhibit at the Exhibition in such particular location and the Organiser reserves 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.

8. OTHER EXHIBITORS

Whilst the Organiser 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 Organiser that any exhibitor is booked to attend the Exhibition provisionally or otherwise shall not constitute any warranty representation or undertaking by the Organiser that any such exhibitor will attend the Exhibition or attend at any particular location.

9. SPACE NOT OCCUPIED

The Exhibitor must occupy the Space allotted to them by show opening time on the first day of the Exhibition. Any Exhibitor failing to do so will be deemed to have cancelled their Space booking. In this event the Terms and Conditions relating to Cancellation will apply and the Organiser may resell or reallocate such space.

10. PROMOTION AND REPRESENTATIONS

1. Whilst the Organiser shall use their reasonable endeavours to organise and promote the Exhibition in such manner as they consider appropriate the Organiser 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 Organiser as to audience projections or methods or timing of promotion shall constitute only general indications of the Organiser’ promotion and organising strategy and shall not amount to any representation or warranty.
2. Any application for stand space or any acceptance by the Organiser of them 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 Organiser and the Exhibitor for Exhibition stand space.

11. 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 them, or assign or otherwise deal with their rights and obligations under these terms 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 Booking Form at the time of booking. The Organiser shall be entitled to assign the benefit (subject to the burden) of the contract for Space or any part thereof without prior notice to or consent from the Exhibitor.

12. EXCLUSION OF PERSONNEL

The Organiser 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 Organiser 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.

13. 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.

14. ATTENDANCE

The Exhibitor acknowledges that the Organiser 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.

15. CANCELLATION, POSTPONEMENT OR ABANDONMENT

1. The Organiser reserves the right to change the date or time or formation of the Exhibition, or to postpone or cancel it, from time to time if in its sole opinion this is necessary. In the event that there is such a change, the Organiser shall notify the Exhibitor of the change, postponement, cancellation or variation as soon as reasonably practicable. If the Exhibitor does not wish to continue with the Exhibition on any rescheduled date or time offered to them (if rescheduling is possible), the Exhibitor must advise National World within 5 days in writing. In such circumstances, any payments received by the Organiser from the Exhibitor in respect of the Exhibition will be refunded within 60 days.
2. The Exhibitor shall have no rights to cancel or terminate this agreement upon acceptance of the Booking Form by the Organiser unless this is expressly approved in writing by the Organiser. In which case the Exhibitor shall pay all the payments due in relation to the Exhibition as at the date of termination and all costs incurred by the Organiser in removing the Exhibitor from the Exhibition.
3. If the Organiser is obliged due to specific Government restrictions to comply with a lockdown or restrictions on any aspect of the Exhibition, or the Exhibition venue is required to close to comply with Government restrictions linked to a pandemic, the terms at Clause 15(a) above, shall apply.

16. INDEMNITY

The Exhibitor and any stand sharers shall fully indemnify and keep indemnified the Organiser, its employees, contractors and agents (each an indemnified party) against all costs, claims, demands, proceedings and losses whatsoever made against or incurred by an indemnified 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.

17. INSURANCE

1. The Exhibitor is solely responsible for all property, exhibits, articles of any kind which is brought into or kept at the Exhibition venue by Exhibitor or on its behalf. Without prejudice to the generality of the foregoing and, subject to clause 20(a), the Organiser shall not be liable for any damage or theft to or of any property, exhibits, or articles of any kind of the Exhibitor or that of any of the Exhibitor's employees, contractors or other guests or invitees to the Exhibition venue ("Exhibitor Property") (except to the extent that such damage or theft arises from the negligence of the Organiser)
2. Exhibitors and any stand sharers shall make sure that they are fully covered by insurance including, but not restricted to, all risks on Exhibitor Property, employers’ liability, minimum of £5,000,000 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 clause 18 to the fullest extent reasonably possible. At the Organisers request, the Exhibitor shall provide proof to the Organiser 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 their servants, agents or contractors first enters the Exhibition grounds, and continue until they have vacated the Exhibition grounds and all their exhibits and property have been properly removed.

18. LIMITATION OF LIABILITY

1. Nothing in the Terms and Conditions shall limit or exclude the Organiser’ liability for:
   i. death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors;
   ii. fraud or fraudulent misrepresentation;
   iii. breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession); or
   iv. any other liability which cannot be limited or excluded by applicable law.
2. Subject to clause 20 (a), the Organiser 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:
   i. loss of profits;
   ii. loss of sales or business;
   iii. loss of agreements or contracts
   iv. loss of anticipated savings;
   v. loss of damage to goodwill;
   vi. any indirect or consequential loss; and
   vii. any amounts which are recovered or recoverable by the Exhibitor from its insurers (or amounts which would have been recoverable but for the Exhibitor's breach of clause 19(b)
3. Subject to clauses 20 (a) and 20 (b) the Organiser 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 not exceed:
   i. in respect of damage to, or loss or theft of Exhibitor Property which is caused by a sub-contractor appointed by the Organiser in connection with these terms, the amount recovered by the Organiser, pursuant to clause 20 (g), from the sub-contractor which caused the damage; and
   ii. for all other losses or damages which do not fall within sub-clause 20 (c), (i), the total costs paid under the Terms and Conditions.
4. The Organiser 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.
5. The Organiser shall not be liable in respect of:
   i. any contract entered into between the Exhibitor and either any official contractor appointed by the Organiser or any contractor appointed by the Exhibitor with the Organiser's prior written consent, for the negligence, act or omission or default of any such contractor, its servants or agents; and/or
   ii. for any negligence, act or omission or default of any contractor or its servants or agents appointed by the venue owner.
6. Any terms implied by the Supply of Goods and Services Act 1982 which are incorporated into these Terms and Conditions by operation of law shall be warranties, and not conditions, and shall be subject to clauses 20(a), (b) and (c), (d) In the event of damage to Exhibitor Property which is caused by a sub-contractor appointed by the Organiser, the Organiser shall:
   i. use reasonable endeavours, subject to any exclusions or limitations which may exist in an agreement between the Organiser and the relevant sub-contractor, to recover, or to assist the Exhibitor with the recovery of, the Exhibitor's losses from the relevant sub-contractor; and
   ii. not be obliged to pay any monies to the Exhibitor, pursuant to clause 20(c)(i) or otherwise, until the Organiser has received the same from the relevant sub-contractor
7. The terms set out in this clause 20 shall survive termination.

19. INSOLVENCY

In the event of the Exhibitor if an individual becoming bankrupt or otherwise committing any act of insolvency or if a company going into liquidation or having a Receiver or Administrator appointed in respect of any of its assets then the Organiser reserve the right to terminate the contract with the Exhibitor forthwith and the Terms and Conditions relating to Cancellation shall apply.

20. FORCE MAJEURE

The Organiser 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 of the Exhibition in each case to the extent that such occurrence is due to circumstances not within their reasonable control.

21. 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 the Exhibitor Manual of the Exhibition.

22. DATA PROTECTION

By signing the Booking Form the Exhibitor is expressly consenting, under all relevant data protection legislation including in particular the UK GDPR and Data Protection Act 2018, as provided in our Privacy Notice (available via our website and by request) to the Organiser communicating with Exhibitors by phone, email and by post and using its personal information for the following purposes:

• Organiser’s lawful purposes which will include the performance of our agreement with you and for our legitimate business interests;
• accounts processing;
• internal analysis of Exhibitions and Exhibitors;
• inviting Exhibitors to other events organised by the Organiser or our group;
• disclosure of information to contractors who provide services in respect of the Exhibition (including but not limited to security, registration, cleaning, caterers and electricians);
• disclosure to direct mailing contractors; and
• disclosure or transfer of Exhibitor’s personal data to members of the Organiser’s group to allow the group to further develop its business and its services to Exhibitors.

Please contact us in writing if you do not wish your personal information to be used in any of the ways mentioned above.

23. NO WAIVER

The failure of the Organiser at any time to enforce any provision of these Terms and Conditions shall not affect their right 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.

24. SEVERANCE

If a provision of these Terms and Conditions (or part of any provision) is found by any court or other authority of competent jurisdiction to be invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed not to form part of these Terms and Conditions and the validity and enforceability of the other provisions of these Terms and Conditions shall not be affected. If a provision of these Terms and Conditions (or part of any provision) is found illegal, invalid or unenforceable, the parties shall negotiate in good faith to amend such provision such that, as amended, it is legal, valid and enforceable, and, to the greatest extent possible, achieves the parties' original commercial intention.

25. VARIATION

No variation of these Terms and Conditions shall be effective unless it is in writing and signed by the parties (or their authorised representatives).

26. GOVERNING LAW AND JURISDICTION

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 Exhibitor also agrees that this contract is subject to the terms of the agreement between the Organiser and the venue owner under which the Organiser have licensed the premises of which the Space is part a copy of which is also available on request.

27. ENTIRE AGREEMENT

1. These Terms and Conditions, along with the Booking Form and Exhibitor Manual, constitute the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
2. Each party acknowledges that in entering into this agreement it does not rely on and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms and Conditions. Each party agrees that it shall have no claim for innocent or negligent misrepresentation based on any statement in these Terms and Conditions.