Parties
1. Exceed Group Ltd (“Exceed”), a company registered in England and Wales under company number 09802671; and
2. The party whose details appear on the Booking Form and/or Invoice (the “Customer”).
(each a “Party”, together the “Parties”).
1. Introduction
1.1 This Agreement governs the sale of event tickets, hospitality packages and related services by Exceed.
1.2 Exceed may supply Packages directly or via third party event organisers, venues, hospitality providers, accommodation providers or other suppliers (“Third Party Providers”).
1.3 The Customer agrees to purchase the Package detailed in the Booking Form and/or Invoice for the stated Fee.
1.4 A binding contract is formed when Exceed receives either:
(a) a signed Booking Form or Invoice; or
(b) any payment from or on behalf of the Customer.
1.5 Delivery of tickets, passes, barcodes, itineraries or access documentation constitutes acceptance of this Agreement.
1.6 This Agreement consists of these Terms together with the Booking Form and/or Invoice.
2. Payment Terms
2.1 Time shall be of the essence in respect of all payments.
2.2 Unless otherwise stated, a minimum deposit of 50% of the Fee is payable within seven (7) days of entering into this Agreement. The remaining balance is payable no later than sixteen (16) weeks prior to the Package Date.
2.3 Where payment dates in a Booking Form or Invoice differ, those dates take precedence.
2.4 If payment is not made in accordance with this Agreement, or if the Customer is in default of payment terms relating to any other booking or arrangement with Exceed, Exceed may cancel or suspend bookings without prejudice to any other rights.
2.5 Tickets, itineraries or final documentation will not be issued until full payment is received.
2.6 Late payments will accrue interest daily at:
2.6.1 8% per annum (consumer customers); or
2.6.2 8% above Bank of England base rate (business customers).
2.7 Exceed may increase Fees if RPI exceeds 3% before payment is completed.
2.8 Exceed reserves the right to correct pricing errors.
2.9 Right of Set-Off and Application of Payments
2.9.1 Exceed may apply, allocate or set off any monies received from or held on behalf of the Customer against any sums owed to Exceed under this Agreement or any other agreement, booking, invoice, loan or arrangement between the Parties.
2.9.2 This right applies across all Packages and all financial arrangements between the Parties.
2.9.3 Exceed may exercise this right whether sums are due, overdue or reasonably expected to become due.
2.9.4 Any application of funds under this clause shall be deemed payment by the Customer.
2.9.5 Exceed may retain deposits or advance payments relating to future Packages where the Customer is in breach of payment obligations and may apply those funds against outstanding liabilities.
2.9.6 These rights are in addition to all other legal and contractual remedies available to Exceed.
2.9.7 Continuing Security and Running Account
All dealings between the Parties form part of a continuing business relationship and running account. The Customer acknowledges that liabilities owed to Exceed may be treated as part of a single running account between the Parties.
3. Late Booking
3.1 Bookings made within sixteen (16) weeks of the Package Date must be paid in full within one (1) working day of agreement formation.
4. Cancellation
4.1 Customer cancellations must be made in writing and are effective upon receipt.
4.2 If cancellation occurs more than sixteen (16) weeks before the Package Date:
(a) All payments made are non-refundable; and
(b) If less than 50% has been paid, the Customer must pay up to 50% of the Fee within seven (7) days.
4.3 If cancellation occurs less than sixteen (16) weeks before the Package Date, 100% of the Fee is payable within seven (7) days.
4.4 Tickets or materials must be returned upon cancellation.
4.5 The Customer shall be liable for all recovery costs incurred by Exceed, including legal costs on a full indemnity basis.
4.6 Exceed may offer alternative Packages at its discretion.
4.7 Statutory cancellation rights may not apply where legally excluded.
5. Cancellation, Delay, Reschedule or Alteration of Event
5.1 Events or Packages may be changed by Third Party Providers outside Exceed’s control.
5.2 In such circumstances, Exceed remains entitled to 100% of the Fee.
5.3 Exceed will use reasonable endeavours to inform the Customer.
5.4 Exceed is not liable if Third Party Providers deny entry.
5.5 Exceed may deduct its costs from any Third Party refund before returning any balance.
5.6 Exceed may offer alternative Packages where available.
5.7 Packages remain subject to Third Party Provider terms.
5.8 Exceed’s liability shall be limited to the Fee paid.
5.9 Exceed shall not be liable for indirect or consequential losses except where prohibited by law.
6. Warranties and Indemnities
6.1 The Customer warrants all booking information is accurate and that it has legal capacity to enter into this Agreement.
6.2 The Customer confirms the signatory is authorised.
6.3 The Customer agrees this Agreement is legally binding.
6.4 The Customer indemnifies Exceed against losses arising from breach of this Agreement or use of the Package.
7. Data Protection
7.1 Exceed will comply with applicable data protection laws including GDPR.
7.2 Details are set out in Exceed’s Privacy Notice.
8. Force Majeure
8.1 Exceed shall not be liable for delays or failure caused by events beyond reasonable control.
8.2 If such events continue for three (3) months, either Party may terminate with fair payment for services delivered.
9. Entire Agreement
9.1 These Terms together with any Booking Form, Invoice, payment confirmation or written booking confirmation issued by Exceed constitute the entire agreement between the Parties.
9.2 The Customer confirms it has not relied on any representation not contained in this Agreement.
10. Miscellaneous
10.1 This Agreement is governed by the laws of England and Wales.
10.2 The Customer may not assign rights without Exceed’s written consent.
10.3 No third party rights shall arise under the Contracts (Rights of Third Parties) Act 1999.
10.4 No variation shall be valid unless agreed in writing by Exceed.
10.5 Customer Waiver of Set-Off
The Customer shall pay all sums due to Exceed in full without deduction, withholding, counterclaim or set-off unless required by law or expressly agreed in writing by Exceed.
10.6 Insolvency and Financial Distress Protection
If the Customer:
(a) becomes insolvent or unable to pay debts as they fall due;
(b) enters administration, liquidation, restructuring or creditor arrangement;
(c) has a winding up petition filed;
(d) ceases or threatens to cease trading; or
(e) in Exceed’s reasonable opinion shows indicators of financial distress or elevated credit risk,
Exceed may, without liability and at its sole discretion:
(i) suspend performance of bookings;
(ii) cancel bookings;
(iii) withhold tickets or documentation;
(iv) require immediate payment of all outstanding sums; and
(v) exercise rights of set-off under Clause 2.9.
Exceed shall not be liable for losses arising from actions taken under this clause.