SM SOLUTIONS TRADING AS SOLUTIONS GROUP EVENTS
STANDARD TERMS AND CONDITIONS OF BUSINESS
1. DEFINITIONS
In these standard terms and conditions :
1.1 “Solutions Group” refers to Stephanie Moss / Solutions Group Events;
1.2 “the customer” means any person or entity at whose request or on whose behalf Solutions Group Events undertakes any business or provides any service;
1.3 “supplier” means any supplier of services, including, without limiting the generality of the aforegoing, any hotelier, cruise line, railway operator, taxi operator, coach operator, guest speaker, entertainer, Audio Visual supplier, Restaurateur, Event organiser and the like;
1.4 “conference” means any conference, incentive, product launch, roadshow, Awards event, Year End function, Team Building activity, or the likes thereof..
2. PURCHASE ORDERS, BLANKET ORDERS AND RELEASES
2.1 To receive Services / Products under this Agreement, “The Client” must issue a P.O. or blanket P.O. A P.O. or a release supplementing a Blanket Purchase Order.
A Blanket Purchase Order, Release or P.O. terms and conditions will be for administrative purposes only and invalid to the extent they
conflict with this Agreement. Solutions Group shall supply the Services / Products specified in any P.O. in a timely manner and to the satisfaction of “The Client”.
2.2 Each P.O. accepted by Solutions Group Events shall be governed by negotiated and agreed on terms with “The Client” before commencement of any business undertakings.
2.3 Where Purchase Orders are not required per the system in an organization, Solutions Group will require our Costing Sheet to be signed and returned as formal approval.
3. PAYMENT
3.1 Payment of the agreed contract price (as set out in the appropriate “costing sheet”, as read with the appropriate “Solutions Group Events Conference booking form” and as read with these standard terms and conditions) shall be made as follows :-
3.0.1 An initial, non-refundable deposit, of 50 % of contract/project price, payable within 48 hours of the customer having signed the appropriate “Solutions Group Conference booking form”.
3.0.2 The balance of the agreed contract/project price, payable within 6 weeks prior to the event date (where the event does not take place within the Republic of South Africa) or not later than 2 weeks prior to the event date (where the event does take place within the Republic of South Africa. Virtual Events require full payment 2 weeks prior to the online event taking place.
3.0.3 Notwithstanding 2.1.1 and 2.1.2, any disbursements required to be made by Solutions Group to suppliers prior to the date of the conference, payable on demand.
3.1 Payment may at Solutions Group’s sole election, be required to be made either to Solutions Group Events or direct to the supplier of any service.
3.2 The agreed contract price is based on the prices quoted to Solutions Group by the supplier at the time of completion of the appropriate “costing sheet” and “Solutions Group Conference Booking Form” by Solutions Group Events and, as such, is subject to increase at any time prior to the conference date in line with price increases from suppliers, in which event the agreed contract price shall be increased accordingly. In the event of the agreed contract price having been quoted in rands, the provisions of this clause shall apply equally to any fluctuations in the rate of exchange where suppliers have quoted on the basis of, or require to be paid in, some currency other than the rand. Client will be made aware of any fluctuations / changes immediately.
3.3 Payment shall be made via eft. Solutions Group Events does not have credit card facilities.
3.5 Should any amount not be paid by the customer on due date, Solutions Group Events is unable to guarantee the services or timeous delivery thereof as laid out in the Costing Sheet.
4. BOOKINGS
4.1 Solutions Group Events has the right, exercisable at its sole election and in its sole discretion, without notice to the customer, not to proceed with, or to cancel any booking for any conference (or part thereof) where the agreed contract price has not been paid by due date.
4.2 In such event, the non-refundable deposit referred to in 2.1.1 shall be forfeited to Solutions Group Events to cover its administrative and other costs.
4.3 Alterations to any booking, requested by the client in writing, shall be processed by Solutions Group Events for an administrative fee of R275.00 per alteration (applicable to FIT/Flight bookings).
5. SUPPLIERS
5.1 The customer acknowledges that when Solutions Group Events, as agent for and on behalf of the client, concludes a contract with a supplier, such agreement is concluded between the customer and the supplier and shall be subject to the terms and conditions stipulated by such supplier (notwithstanding that they may be inconsistent with these terms and conditions).
5.2 Solutions Group Events shall when acting as agent for and on behalf of the customer, be entitled to enter into any contract it reasonably deems necessary for the fulfilment of the customer’s instructions.
6. OFFICIAL DOCUMENTS AND REQUIREMENTS
6.1 The client is responsible for obtaining or procuring current and valid passports, visas, vaccinations, inoculations, certificates, permits and the like and shall make all enquiries as necessary to ensure its compliance with the provisions of this clause.
6.2 Solutions Group Events shall not be responsible for any loss or other consequence occasioned by the customer’s failure to comply with the provisions of this clause.
7. CONFIDENTIAL INFORMATION
7.1 Each party acknowledges that in connection with this Agreement it may receive certain confidential or proprietary technical and business information and materials of the other party, including without limitation to Preliminary Works (“Confidential Information”). Each party, its agents and employees shall hold and maintain in strict confidence all Confidential Information, shall not disclose Confidential Information to any third party, and shall not use any Confidential Information, except as may be necessary to perform its obligations under the Quotation, except as may be required by a court. Notwithstanding the foregoing, Confidential Information shall not include any information that is in the public domain or becomes publicly known through no fault of the receiving party or is otherwise properly received from a third party without an obligation of confidentiality.
8. INSURANCE
The customer is responsible for taking out insurance against illness, injury, death, loss of property, cancellation and curtailment and the like. Solutions Group Events will not be responsible or liable if you fail to take adequate insurance coverage at all.
9. CANCELLATION FEES
9.1 In the event of the customer cancelling its bookings, such cancellation/s must be in writing.
9.1.1 Solutions Group Events shall, in the event that it accepts such cancellation, be entitled to levy cancellation fees as follows:-
8 weeks prior notice – deposit forfeited
4 weeks prior notice – 100 % of the agreed contract price
9.2 Certain bookings may be non-refundable and you will be liable for cancellation penalties or date change penalties should you wish to change or cancel your booking, in accordance with the third-party service provider’s cancellation policy and/or rules.
9.3 We do not accept any liability or costs incurred that may result from any cancellations and/or changes which you require to your booking. Refunds, if applicable, will only be made to the person/company named on the booking documents and/or payment receipt. All refunds will be made in the same manner in which the payment was made i.e. by EFT. If the reason for your cancellation is covered under the terms of your insurance policy, you may be able to reclaim these charges from your insurer, however that will have to be arranged by you directly with the insurer.
Some travel bookings are non-transferable and name changes may not be permitted where a supplier does not allow for name changes the Client will forfeit the amounts paid for such delegates/travellers.
9.4 No refunds will be made for any failure to appear at the conference or any failure to make use of any of the services, events or facilities associated therewith (either in part or in full).
10. TRAVEL DOCUMENTS
Travel documents and tickets will only be released to the client on receipt of full payment of the agreed contract price by Solutions Group and on completion of the appropriate “Solutions Group Events Conference booking form” and travel declaration forms (including currency declaration for foreign exchange purposes).
Travel bookings are non-transferable and name changes are not permitted. You will forfeit the fare if you do not fly or do not notify the airline or your travel expert of your intention not to travel, prior to your scheduled departure. Tickets must be travelled on in the sequence they are booked, if not, the ticket will be forfeited
11. TERM AND TERMINATION
11.1 This Agreement may be terminated at any time by either party effective immediately upon the mutual agreement of the parties, or if any party:
11.1.1 becomes insolvent, enters into business rescue, makes an assignment for the benefit of its creditors; or
11.1.2 breaches any of its material responsibilities or obligations under this Agreement, which breach is not remedied within 10 days from receipt of written notice of such breach.
11.2 In the event of termination, the Supplier shall be compensated for the Services performed up to and including the date of termination in the amount of (a) any advance payment, (b) a prorated portion of the fees due, or (c) hourly fees for work performed by the Supplier or the Supplier’s agents as of the date of termination, whichever is greater; and Client shall pay all Expenses, fees, out of pocket together with any Additional Costs incurred through and up to, the date of cancellation. The Client shall pay all Expenses and additional costs incurred by the Supplier and shall compensate the Supplier at its hourly rate for all additional work performed after the termination of the Agreement.
11.3 In the event of termination by Client and upon full payment of compensation as provided herein, the Supplier grants to Client such right and title as provided for in Schedule A of this Agreement with respect to those Deliverables provided to, and accepted by Client as of the date of termination.
12. COVID-19 (Coronavirus) Guidance for Travel
We recommend that you contact the Department of Health or visit their website at http://www.health.gov.za/ as well as the South African Covid Portal on https://sacoronavirus.co.za/ for general travel advice, as well as specific advice (including safety alert levels) relating to the destination you wish to visit.
In addition, you should familiarise yourself with airline requirements around passenger safety, including the requirement for face masks and the need to produce evidence meeting airline and border control requirements in relation to a negative COVID-19 test both for transit and final destination passengers. This information is subject to change without notice so we recommend you update yourself in relation to the relevant airline and government policies for your transit and final (i) at the time of booking, (ii) as you approach your travel date, and (iii) immediately before travel.
You acknowledge that you are choosing to travel at a time where you may be exposed to the Coronavirus. It is your own responsibility to acquaint yourself with all relevant travel information, including applicable health risks. You acknowledge that your decision to travel is made based on your own consideration of this information, and you acknowledge and agree that you are aware of, and assume responsibility for, the risks associated with travelling at this time. To the fullest extent permitted by law, we accept no liability in relation to these additional risks.
13. DELAYS
Solutions Group Events is not responsible for any delays occasioned by suppliers or by events beyond its control including, without limiting the generality of the foregoing, acts of God, industrial action, war or unrest, technical difficulties, flight cancellations, inclement weather and the like.
14. LIMITATION OF LIABILITY
Solutions Group Events is not liable for any loss or damage to the customer, the customer’s servants, employees, agents or invitees (including loss or damage to person or property) whether direct, indirect or consequential and howsoever arising.
15. IMPOSSIBILITY OF PERFORMANCE
In certain circumstances beyond the reasonable control of any of the parties, it may be necessary to cancel your EVENT due to an event which makes it impossible. This includes, but is not limited to: strikes, terrorism, war, invasion, act of foreign enemy, hostilities or warlike operations (whether war be declared or not), civil war, mutiny, rebellion, revolution, insurrection, military or usurped power, pandemic or epidemic outbreak, confiscation or destruction or requisition by order of any government or any public authority or any other act of state, including prevention or denial of trade, sanctions or closure of borders, denial of the use or unavailability of any railway, port, airport, shipping service or other means of public transport, and any similar Force Majeure event beyond the reasonable control of the parties.
16. GENERAL
A certificate under the hand of the proprietor of Solutions Group Events in respect of any indebtedness of the customer to Solutions Group or in respect of any other fact shall be prima facie evidence of the customer’s indebtedness to Solutions Group and prima facie evidence of such other fact.
17. NON VARIATION
No amendment and/or alteration and/or variation and/or deletion and/or addition and/or cancellation of these standard terms and conditions, whether consensual or unilateral or bilateral shall be of any force and effect unless reduced to writing and signed by Solutions Group and by the customer. No agreement, whether consensual or unilateral or bilateral, purporting to obligate any party to sign a written agreement to amend, alter, vary, delete, add or cancel these standard terms and conditions shall be of any force and effect unless reduced to writing and signed by Solutions Group and the customer.
18. NON-WAIVER
No latitude, indulgence, or extension of time granted by Solutions Group to the customer shall prejudice in any way the rights of Solutions Group Events, nor shall it create new rights nor be construed as a waiver.
19. WHOLE AGREEMENT
No agreements, representations or warranties other than those set out herein are binding on Solutions Group Events.
20. COSTS
In the event of any legal action being taken against the client arising from these standard terms and conditions, any award of costs will be deemed to be costs on an attorney and own client basis, including costs of counsel as on brief.
21. ARBITRATION
At the option of the company, all disputes arising out of or in connection with this contract shall be referred for arbitration in Johannesburg under the Rules of the Arbitration Foundation of South Africa, by one or more arbitrators appointed in accordance with the said rules, whose award shall be binding upon the parties.
22. JURISDICTION
The company shall, at its election, be entitled to institute action out of any magistrates Court exercising jurisdiction over the customer’s person, notwithstanding that the amount of its claim or the nature of the relief sought would otherwise have exceeded the jurisdiction of that court.
23. DOMICILIUM
The Parties choose as domicilium citandi et executandi (“domicilium”) and for the delivery of all notices arising out of this Agreement or its termination or cancellation, their respective addresses set out on the first page of this Agreement.
Notices shall be deemed to have been duly served on the date of delivery, if delivered by hand, or if sent by e-mail, on the first business day following the date of the sending of the facsimile or e-mail.
Solutions Group Events
Twin Oaks
68 Homestead Avenue
Bryanston
2021
The cooperation between Solutions Group and its Clients and Suppliers is based on a culture of trust, mutual respect, openness, a fair
balance of reciprocal interests and equal opportunities. Both parties understand that safeguarding the social and environmental standards described is the foundation for mutual, lasting and successful cooperation.