General Terms & Conditions Of Supply

Region: UK

United Kingdom

GENERAL TERMS AND CONDITIONS OF SUPPLY

Effective from 7 December 2016

1. WHO ARE WE?

Welcome to Skills Matter Limited and our Site, skillsmatter.com, which we own and operate. Skills Matter Limited is a company registered in England and Wales under registration number 04955555. Our registered office is 2 Mill Road, Haverhill, Suffolk CB9 8BD United Kingdom. Our VAT number is GB 830 6612 48.

To contact us, please phone in the UK +44 207 183 9040 or email info@skillsmatter.com or write to us at: Skills Matter Limited, 15 Finsbury Circus and 10 South Place, London EC2M 7EB, United Kingdom.

2. WHAT THESE GENERAL TERMS AND CONDITIONS OF SUPPLY ARE FOR

2.1 These general terms and conditions of supply ("Terms") of Skills Matter Limited (from now on, "Skills Matter", "we", "our" and "us") (together with the documents expressly referred to in this document) tell You information about us and the legal terms and conditions on which we sell any of our goods and services (including meetups, talks, conferences, skillscasts and workshops courses and events, In-The-Brain sessions, Hackathons and other types of events, SkillsCast recordings, articles or online content programmes and other services) ("Services") listed on our website (our "Site") to our customers (from now on, "You").

2.2 These Terms are an important and legally binding document and will apply to any contract between Skills Matter and You for the supply of Services ("Contract"). Please read these Terms carefully and make sure that You understand them before ordering any Services, whether from our Site or directly from us. By ordering any of our Services, You, the individual or entity that has ordered from us, agree to be bound by these Terms and the other documents expressly referred to in this document.

2.3 You should print a copy of these Terms or save them to Your computer for future reference.

2.4 We amend these Terms from time to time. Every time You wish to order Services, please check these Terms to ensure You understand the terms which will apply at that time. Those Terms existing as of the date of Your order and accepted by You are valid for and govern Your order. Every time You order Services from us, the Terms in force at that time will apply to the Contract between You and us. Whenever we revise these Terms, we will keep You informed and give You notice of this by stating the relevant date at the top of this page. These Terms were most recently updated on the date set out at the beginning of them.

2.5 These Terms, and any Contract between us, are only in the English language.

2.6 If You are a purchaser of one of our conferences (“Conferences”) or one of our courses (“Courses”), or our Facilities Hire Services, Vouchers or our Community Sponsorship Packages, then the specific terms and conditions set out below in SPECIFIC TERMS RELATED TO CONFERENCES, SPECIFIC TERMS RELATED TO COURSES, SPECIFIC TERMS RELATED TO FACILITIES HIRE, SPECIFIC TERMS RELATED TO VOUCHERS, or SPECIFIC TERMS RELATED TO COMMUNITY SPONSORSHIP will also apply to our provision of those Services.

3. OUR SERVICES AND RELIANCE ON INFORMATION

3.1 We update information about the availability of our Services frequently on our Site. Sometimes however Conferences, Courses, events and tickets sell out or are cancelled between this time and when You have placed an order. If so, we will notify You as soon as possible.

3.2 Although we make reasonable efforts to update the information on our Site, we make no representations, warranties or guarantees, whether express or implied, that the content on our Site is accurate, complete or up-to-date.

3.3 Any views given by any speakers at any of our Conferences, events and Courses during the supply of our Services are provided for general information only and it is not intended to amount to advice on which You should rely or to be considered an endorsement by us of such views.

4. YOUR ACCOUNT AND PASSWORD

4.1 If You choose, or You are provided with, a user identification code, password or any other piece of information as part of our security procedures, You must treat such information as confidential. You must not disclose it to any third party.

4.2 We have the right to disable any user identification code or password, whether chosen by You or allocated by us, at any time, if in our reasonable opinion You have failed to comply with any of the provisions of these Terms.

4.3 If You know or suspect that anyone other than You knows Your user identification code or password, You must promptly change your password, using the facility provided, or notify us at or info@skillsmatter.com.

5. INTELLECTUAL PROPERTY RIGHTS

5.1 You acknowledge that Skills Matter Limited is the owner of the unregistered trade marks for "SKILLS MATTER" and its logo and the owner or authorised licensee of all intellectual property rights in the images and descriptions and other content published on our Site and provided to You by us when providing our Services. Those works are protected by copyright laws and treaties around the world.

5.2 No licence is given to You and no intellectual property rights are transferred to you except as expressly stated in these Terms. All rights not expressly dealt with under these Terms are reserved to us exclusively.

6. APPLICABLE LAW

6.1 If You are a consumer, please note that these Terms, their subject matter and Contract formation, are governed by English law. You and we both agree that the courts of England and Wales will have non-exclusive jurisdiction. However, if You are a resident of Northern Ireland, You may also bring proceedings in Northern Ireland, and if You are resident of Scotland, You may also bring proceedings in Scotland.

6.2 If You are a business, these Terms, their subject matter and Contract formation (and any non-contractual disputes or claims) are governed by English law. We both agree to the exclusive jurisdiction of the courts of England and Wales.

7. IF YOU ARE A CONSUMER

7.1 This clause only applies if You are a consumer. You may only purchase Services from our Site if You are at least 18 years old.

7.2 As a consumer, You have legal rights in relation to Services that are faulty or not as described. Advice about Your legal rights is available from Your local Citizens' Advice Bureau or Trading Standards office. Nothing in these Terms will affect these legal rights.

7.3 As a consumer, You have a legal right to cancel a Contract under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 during the period set out below in clause 7.4. This means that during the relevant period if You change Your mind, You can notify us of Your decision to cancel the Contract and receive a refund.

7.4 Your legal right to cancel a Contract starts from the date of the Order Confirmation (discussed in section 9), which is when the Contract between us is formed. How long You have depends on what You have ordered and how it is delivered:

(a) Have You bought services? If so, You have 14 days after the date of Order Confirmation. However, once we have completed the services You cannot change Your mind, even if the period is still running. If You cancel after we have started the services, You must pay us for the services provided up until the time You tell us that You have changed Your mind.

(b) Have You bought digital content for download or streaming? if so, You have 14 days after the date of Order Confirmation, or, if earlier, until You start downloading or streaming. If we delivered the digital content to You immediately, and You agreed to this when ordering, You will not have a right to change Your mind.

(c) Have You bought goods? if so You have 14 days after the day You (or someone You nominate) receives the goods, unless:

I. Your goods are split into several deliveries over different days. In this case You have until 14 days after the day You (or someone You nominate) receives the last delivery to change Your mind about the goods.

II. Your goods are for regular delivery over a set period. In this case You have until 14 days after the day You (or someone You nominate) receives the first delivery of the goods.

7.5 When You don't have the right to change Your mind. You do not have a right to change Your mind in respect of: (a) digital products after You have started to download or stream these; (b) services, once these have been completed, even if the cancellation period is still running; (c) sealed audio or sealed video recordings or sealed computer software, once these products are unsealed after You receive them; and (d) any products which become mixed inseparably with other items after their delivery.

7.6 We will process any refund due to You as soon as possible and refund You on the credit card or debit card (if any) used by You to pay.

8. IF YOU ARE A BUSINESS CUSTOMER

8.1 This clause only applies if you are a business.

8.2 These Terms and any document expressly referred to in them constitute the entire agreement between you and us and supersede and extinguish all previous agreements, promises, assurances, warranties, representations and understandings between us, whether written or oral, relating to its subject matter.

8.3 You acknowledge that in entering into this Contract you do not rely on any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms.

8.4 You and we agree that neither of us shall have any claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this Contract.

9. HOW THE CONTRACT IS FORMED BETWEEN YOU AND US - ORDERS

9.1 To place an order for attendance at one of our Conferences, Courses or meet ups on our Site, you can click the 'Book Now' or 'FREE: Register Now' buttons provided on the page on our Site that describes that conference or course or meet up.

9.2 If you are ordering for a business, You confirm that You have authority to bind any business on whose behalf You use our Site to purchase Services.

9.3 Our order process allows You to check and amend any errors before submitting Your order for attendance to us. Please take the time to read and check Your order at each page of the order process. If there are any errors or changes please email us immediately. Please note that changes can not be made once Your order is confirmed.

9.4 After You place an order, You will receive an email from us acknowledging that we have received Your order. However, please note that this does not mean that Your order has been accepted. Our acceptance of Your order will take place by our confirming our acceptance to You by sending You an email that confirms that ("Order Confirmation"). The Contract between us will only be formed when we send You the Order Confirmation.

9.5 Our cancellation of orders because of our fault: Subject to our specific terms for Conferences, Courses, Facilities Hire, Vouchers and Community Sponsorship in sections 15, 16, 17, 18 and 19, if we are unable to supply You with a Service, for example because that Service is no longer available or because of an error on our Site, we will inform You of this by email and we will not further process and will cancel Your order. If You have already paid for the Service, we will refund You the full amount as soon as possible.

9.6 Our cancellation or delay due to Your fault: Subject to our specific terms for Conferences, Courses, Facilities Hire, Vouchers and Community Sponsorship in sections 15, 16, 17, 18 and 19, if we are unable to perform, or are prevented or delayed from performing, any of our obligations under the Contract by any act or omission by You or failure by You to perform any relevant obligation ("Customer Default"):

(a) we have, without limiting our other rights or remedies, the right to cancel or suspend performance of the Services until You remedy the Customer Default, and to rely on the Customer Default to relieve us from the performance of any of our obligations to the extent the Customer Default prevents or delays our performance of any of our obligations; and

(b) we will not be liable for any costs or losses sustained or incurred by You arising directly or indirectly from our failure or delay to perform any of our obligations as set out in this clause 9.6.

9.7 We are not responsible for delays outside our control. If our supply of the Services is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. Provided we do this we will not be liable for delays caused by the event, but if there is a risk of substantial delay you may contact us to end the contract and receive a refund for any products you have paid for but not received.

9.8 Your cancellation of orders: Subject to our specific terms for Conferences, Courses, Facilities Hire, Vouchers and Community Sponsorship in sections 15, 16, 17, 18 and 19 , any order cancellations by You before Order Confirmation must be made by email or phone at info@skillsmatter.com or in the UK +44 207 183 9040.

10. PRICE OF SERVICES

10.1 The prices of the Services will be as quoted on our Site from time to time. We take all reasonable care to ensure that the prices are correct at the time when the relevant information was entered onto the system.

10.2 Prices for our Services may change from time to time, but changes will not affect any order which we have confirmed with an Order Confirmation.

10.3 Except as expressly stated on our Site, the price of any Services excludes VAT (where applicable) at the applicable current rate chargeable in the UK for the time being. However, if the rate of VAT changes between the date of Your order and the date of delivery, we will adjust the VAT You pay, unless You have already paid for the Services in full before the change in VAT takes effect.

11. HOW TO PAY

11.1 You can pay for Services using a debit card or credit card. We accept the following credit and debit cards: VISA, VISA Debit, Visa Electron, MasterCard, BACS, and secure banking through Natwest or direct credit to our bank account Skills Matter Ltd sort code 60-05-37 account number 24140481.

11.2 We will accept payment in the currency advertised with the event only.

11.3 Skills Matter does not collect or gather cardholder information but such information is collected for payments made to us by our merchant services providers.

11.4 Payment is in advance.

12. LIMITATION OF OUR LIABILITY IF YOU ARE A CONSUMER

12.1 This clause only applies if You are a consumer.

12.2 Subject to the rest of the provisions in this clause 12, our total liability to You for any loss You suffer will be limited to the amount of money payable to us for the Services provided to You.

12.3 We are responsible to You for foreseeable loss and damage caused by us. If we fail to comply with these terms, we are responsible for loss or damage You suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both we and You knew it might happen, for example, if You discussed it with us during the sales process.

12.4 We do not exclude or limit in any way our liability to You where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation; for breach of Your legal rights in relation to the products; and for defective products under the Consumer Protection Act 1987.

12.5 When we are liable for damage to Your property: If defective digital content which we have supplied damages a device or digital content belonging to You and this is caused by our failure to use reasonable care and skill we will either repair the damage or pay You compensation. However, we will not be liable for damage which You could have avoided by following our advice to apply an update offered to You free of charge or for damage which was caused by You failing to correctly follow installation instructions or to have in place the minimum system requirements advised by us. In particular, You are responsible for configuring Your information technology, computer programmes and platform in order to access our Site and use our Services. You should use Your own virus protection software.

12.6 We are not liable for business losses. We only supply the products for domestic and private use. If You use the products for any commercial, business or re-sale purpose we will have no liability to You for any loss of profit, loss of business, business interruption, or loss of business opportunity.

13. LIMITATION OF OUR LIABILITY IF YOU ARE A BUSINESS

13.1 This clause only applies if You are a business customer.

13.2 We only supply the Services for internal use by Your business, and You agree not to use the Services for any resale purposes.

(a) Nothing in these Terms limits or excludes our liability for:

(b) death or personal injury caused by our negligence;

(c) fraud or fraudulent misrepresentation;

(d) breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession); or

(e) defective products under the Consumer Protection Act 1987.

13.3 Subject to clause 13.2, we will under no circumstances whatever be liable to You, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Contract for:

(a) any loss of profits, sales, business, or revenue;

(b) loss or corruption of data, information or software;

(c) loss of business opportunity;

(d) loss of anticipated savings;

(e) loss of goodwill; or

(f) any indirect or consequential loss.

13.4 Subject to clause 13.2, our total liability to You in respect of all losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed 100% of the price of the Services.

13.5 Except as expressly stated in these Terms, we do not give any representation, warranties or undertakings in relation to the Services. Any representation, condition or warranty which might be implied or incorporated into these Terms by statute, common law or otherwise is excluded to the fullest extent permitted by law. In particular, we will not be responsible for ensuring that the Services are suitable for Your purposes.

14. OTHER IMPORTANT TERMS

14.1 We may transfer our rights and obligations under a Contract to another organisation, but this will not affect Your rights or our obligations under these Terms.

14.2 You may only transfer Your rights or Your obligations under these Terms to another person if we agree in writing.

14.3 These Terms and the Contract is between You and us. No other person shall have any rights to enforce any of its terms, whether under the Contracts (Rights of Third Parties Act) 1999 or otherwise.

14.4 Each of the paragraphs of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.

14.5 If we fail to insist that You perform any of Your obligations under these Terms, or if we do not enforce our rights against You, or if we delay in doing so, that will not mean that we have waived our rights against You and will not mean that You do not have to comply with those obligations. If we do waive a default by You, we will only do so in writing, and that will not mean that we will automatically waive any later default by You.

15. SPECIFIC TERMS RELATED TO CONFERENCES

These specific terms apply in addition to sections 1 to 14 above of these Terms to any of our Services that are Conferences. To the extent of any inconsistency between these SPECIFIC TERMS RELATED TO CONFERENCES and sections 1 to 14 of these Terms, these SPECIFIC TERMS RELATED TO CONFERENCES will override.

15.1 Conference Fee: The Fee payable for the conference includes attendance of the event and light refreshments during morning and afternoon breaks. Unless otherwise stated in the event description on our Site, the Conference Fee will not include lunch, accommodation, meals, travel or any other expenses that may be incurred by delegates to the event.

15.2 Payment Terms: The Conference Fee is due and payable at the time of booking. Prices quoted for conferences on our Site are exclusive of VAT or other applicable taxes (such as sales taxes), which will be added at the current rate upon invoicing or payment. Where a delegate is attending an event in the UK, regardless of the delegateís country of origin, the point of supply for VAT purposes is the location of the event, which in that case is the UK.

15.3 Substitutions and Cancellations by the Delegate: In addition to any rights we may have in respect of cancellations under clauses 7, 9.5, 9.6 or 9.8, once booked and confirmed, Conference & eXchange tickets cannot be cancelled and are non-refundable except as other wise stated in these Terms. However, a qualified substitute may be enrolled in a delegate's place provided we are notified in writing before the first day of the event.

15.4 No sharing: There is only one ticket per delegate booking at a Conference and sharing is not permitted under any circumstances.

15.5 Cancellations and Changes by Skills Matter: In addition to any rights we may have in respect of cancellations under clauses 7, 9.5, 9.6 or 9.8, if Skills Matter changes the location or date of the Conference, we will make reasonable efforts to give delegates as much advance notice as possible of any such change. If the delegate is unable to attend the Conference at the revised location or date, we will refund 100% of any prepaid Conference Fee. However, we will not be liable for any other costs incurred including (for example) travel charges or any consequential damages, even if we were advised of them. If Skills Matter has to cancel the Conference for any reason, then we will refund 100% of any prepaid Conference Fee, but we will not be liable for any other costs incurred including (for example) travel charges or any consequential damages, even if we were advised of them.

15.6 Alterations to the event programme: It may become necessary for Skills Matter to make alterations to the content, speakers, timing, venue or date of the Conference compared to the advertised programme and we reserve the right to do so without liability to any delegate.

15.7 Your contact details: In accordance with our Privacy Policy (which is incorporated by reference into these Terms), Skills Matter will use the contact and delegate details You enter during the Conference registration process to provide You with further details on, or any changes to the Conference and may also include You in our mailing list which we use to contact You from time to time with information on our other Conferences. You will have the option to unsubscribe from this list. Skills Matter may provide Your details to third party co-organisers of the Conference as described in the Conference description on our Site.

16. SPECIFIC TERMS RELATED TO COURSES

These specific terms apply in addition to sections 1 to 14 above of these Terms to any of our Services that are Courses. To the extent of any inconsistency between these SPECIFIC TERMS RELATED TO COURSES and sections 1 to 14 of these Terms, these SPECIFIC TERMS RELATED TO COURSES will override.

16.1 Course Fee: The Fee payable for the Course includes attendance of the Course, lunch and light refreshments during morning and afternoon breaks. Unless otherwise stated in the Course description on our Site, the Course Fee will not include breakfast, dinner, accommodation, travel or any other expenses that may be incurred by delegates to the Course.

16.2 Payment Terms: The Fee is due and payable by the date that is the earlier date of:

(a) 14 days after our invoice date; or (b) the day before the Course start date. Prices quoted for Course on our Site are exclusive of VAT or other applicable taxes (such as sales taxes), which will be added at the current rate upon invoicing or payment. Where a delegate is attending a Course in the UK, regardless of the delegate's country of origin, the point of supply for VAT purposes is the location of the Course, which in that case is the UK.

16.3 Substitutions and Cancellations by the Delegate: In addition to any rights we may have in respect of cancellations under clauses 7, 9.5, 9.6 or 9.8, once booked and confirmed, Courses can be cancelled or rescheduled by

You subject to the following charges:

(a) Cancellation or reschedule more than 30 days notice prior to Course start date - 0% of Course Fee

(b) Cancellation or reschedule with 15 days or more up to 30 days notice prior to Course start date - 50% of the Course Fee

(c) Cancellation or reschedule with less than 15 days notice prior to Course start date - 100% of the Course Fee

A qualified substitute may be enrolled in a delegate's place provided we are notified in writing before the first day of the Course.

16.4 No sharing: There is only one ticket per delegate booking and sharing is not permitted under any circumstances.

16.5 Cancellations and Changes by Skills Matter: In addition to any rights we may have in respect of cancellations under clauses 7, 9.5, 9.6 or 9.8, if Skills Matter changes the location or date of the Course, we will make reasonable efforts to give delegates as much advance notice as possible of any such change. If the delegate is unable to attend the Course at the revised location or date, we will refund 100% of any prepaid Course Fee. However, we will not be liable for any other costs incurred including (for example) travel charges or any consequential damages, even if we were advised of them. If Skills Matter has to cancel the Course for any reason, then we will refund 100% of any prepaid Course Fee, but we will not be liable for any other costs incurred including (for example) travel charges or any consequential damages, even if we were advised of them.

16.6 Alterations to the course programme: It may become necessary for Skills Matter to make alterations to the content, speakers, timing, venue or date of the Course compared to the advertised programme and we reserve the right to do so without liability to any delegate.

16.7 Your contact details: In accordance with our Privacy Policy (which is incorporated by reference into these Terms), Skills Matter will use the contact and delegate details You enter during the registration process to provide You with further details on, or any changes to the Course and may also include You in our mailing list which we use to contact You from time to time with information on our other Courses. You will have the option to unsubscribe from this list. Skills Matter may provide Your details to third party co-organisers of the Course as described in the Course description on our Site.

17. SPECIFIC TERMS RELATED TO FACILITIES HIRE

These specific terms apply in addition to sections 1 to 14 above of these Terms to any of our Services that are Facilities Hire. To the extent of any inconsistency between these SPECIFIC TERMS RELATED TO FACILITIES HIRE and sections 1 to 14 of these Terms, these SPECIFIC TERMS RELATED TO FACILITIES HIRE will override.

17.1 In this section 17, the following definitions apply:

  • “Event” means the event specified in the Reservation for which You are to hire the Facilities;
  • “Event Manager” shall mean the person appointed to manage the Event, as notified to You by us;
  • “Facilities” means the spaces at Codenode to be hired by You, as set out in the Reservation;
  • “Facilities Hire” shall have the meaning as set out in Section 17.12;
  • “Facilities Hire Fee” means the fee payable by You for the Facilities Hire and any Facilities Services, as specified in the Reservation;
  • “Facilities Services” means the services to be provided by us to You in relation to the Facilities Hire as specified on the Reservation (such services may include catering, equipment rental and any other services as agreed between the parties);
  • “Filming Services” includes but is not limited to the live capture of events and transfer to video files; the live streaming of events to the internet; the live relaying of events from one room at the venue to another room; live radio microphone and audio mixing services for events; and additional visual, display, lighting and audio related services.
  • “Health and Safety Policy” means our health and safety policy, as amended from time to time, details of which can be obtained from us on request;
  • “Hired Equipment” means any equipment which You may hire from us in accordance with the Reservation;
  • “Hire Period” means the period specified in the Reservation during which You shall be entitled to access the Facilities;
  • “Reservation” means the document labelled as the ‘Reservation’ which sets out the main details of the proposed Facilities Hire and which will be sent to You in accordance with clause 17.3.

17.2 If You wish to book an event at Codenode, please notify us of Your requirements, either by telephoning us on +44 207 183 9040, by e-mailing us at spaces@skillsmatter.com or by submitting Your details online via our Site (by registering for an online account (“Your Account”).

17.3 If we are able and willing to meet these requirements, we will send You a document entitled ‘Reservation’, either via e-mail or via Your Account, which will set out the details of the proposed Facilities Hire, as well as the proposed Facilities Hire Fee.

17.4 The Reservation constitutes our offer to grant You a licence to use the Facilities for the Hire Period, and to provide the Facilities Services on the terms set out in such Reservation and these Terms. Such offer shall only be valid for acceptance for the period specified in the Reservation. During such time we shall reserve the space indicated on the Reservation for the Hire Period specified. If You have not accepted our offer before the end of the period specified in the Reservation, then the offer shall expire, and any purported ‘acceptance‘ by You of the Reservation shall be entirely subject to our discretion.

17.5 If You are happy with the details set out in the Reservation, then in order to confirm Your booking, You must indicate Your acceptance of the terms of the Reservation and these Terms in one of the following ways:

17.5.1 by following the online link contained in the Reservation. This will take You to Your Account, where You will need to follow the booking confirmation process set out. The booking confirmation process will ask You to confirm Your acceptance of the Reservation and these Terms. You will also be asked to complete Your payment details. Confirmation of Your booking will then be emailed to You; at this point, the Reservation shall become a formal ‘Order’ and a contract shall exist between You and us on the basis of these Terms and the Order; or

17.5.2 by e-mailing us to confirm Your acceptance of the Reservation and these Terms, and by providing us with Your details for payment. Confirmation of Your booking will then be emailed to You; at this point, the Reservation shall become a formal ‘Order’ and a contract shall exist between You and us on the basis of these Terms and the Order.

17.6 All bookings are considered provisional until You have completed the steps set out in clause 17.5.

17.7 If You are not happy with the details set out in the Reservation sent to You in accordance with clause 17.3, then please contact us to tell us what details You wish to change. If we are able to accommodate Your request, we will issue You with an amended Reservation; if You are happy with this amended Reservation, please follow the steps set out in clause 17.5.

17.8 If any changes take place to Your requirements following acceptance of the Reservation, You must notify us as soon as possible. If we are agreeable to the changes, we will confirm our agreement to such changes by e-mail or through Your Account. If the changes include additional chargeable items, we may need to issue a new Reservation in respect of these additional items, and You will be asked to repeat the acceptance process set out above in clause 17.5, in respect of such additional items.

17.9 Payment Terms: Unless the Reservation states otherwise, the Facilities Hire Fee is payable on the earlier of: (i) 14 days from the date of the invoice; or (ii) prior to commencement of the Hire Period.

17.10 When You proceed through the booking confirmation pages on Your Account in accordance with clause 17.5, You will be given the option to pay the whole Facilities Hire Fee amount upfront by credit and/or debit card.

17.11 Skills Matter reserves the right to charge You interest at 4% above the National Westminster Bank plc base rate for late payment on any monies outstanding.

17.12 Facilities Hire: In consideration of the payment by You of the Facilities Hire Fee, we shall grant You a licence to use the Facilities stated in the Reservation for the Hire Period, and shall provide any other such Facilities Services as may be agreed in writing between the parties in the Reservation.

17.13 We agree to use our reasonable endeavours to provide the Hired Equipment and perform the Facilities Services specified in relation to the Facilities Hire. We do not, however, accept any liability for any failure to provide Hired Equipment or provide the Facilities Services where that failure is beyond our reasonable control or that of our authorised agents.

17.14 Unless otherwise specified, Filming Services must be purchased on a time and materials basis. We accept no responsibility for the quality of the footage and will not provide a refund or rebate if the footage does not meet Your requirements.

17.15 You acknowledge that You shall occupy the Facilities as a licensee and that no relationship of landlord and tenant is created between You and us by the Facilities Hire.

17.16 We retain control, possession and management of the Facilities and You have no right to exclude us from it.

17.17 We reserve the right to use any areas not included in the Reservation for any purpose, provided this is not materially disruptive to the Event.

17.18 The licence to occupy the Facilities during the Hiring Period is personal to You and is not assignable and the rights given may only be enforced by You.

17.19 You must ensure that the Facilities are used for the sole purpose of holding the Event as stated in the Reservation.

17.20 You are fully responsible for any Hired Equipment (including but not limited to power supplies, laptops, projectors and accessories) during the Hire Period. You will be charged for full replacement costs for any loss or damage to the Hired Equipment or any damage to the Facilities caused by You.

17.21 You expressly agree to submit to us for approval prior to the commencement of the Event, any item which You may wish to display in the Facilities (“Your Items”). You further agree we will be the sole arbiter of whether Your Items are appropriate for the Event and that You will remove any of the same which we have either not previously approved or subsequently decide are inappropriate or unacceptable for any reason.

17.22 You undertake to obtain our approval to event floor plans, temporary installations and other relevant matters effecting the efficiency, legal and safety aspects of the staging of the Event, with particular regard to compliance with all current provisions, stipulations and requests of any statutory authorities relating to the Event and the Facilities.

17.23 You must comply with all relevant health and safety regulations or instructions given by us or the relevant authorities. All materials used for building, decorating or covering stands must be made of non-flammable material. We reserve the right to require You to remove from the Facilities any items which we consider to be hazardous.

17.24 Fire instructions including fire escape routes are displayed throughout our premises. Fire exits and routes must not be obstructed and emergency exit signs must remain visible.

17.25 None of Your Items shall be displayed in such a way that, in our opinion, obstruct the light or impede the view along the open areas or gangways of the Facilities or which contravenes our Health and Safety Policy.

17.26 No smoking is permitted anywhere in the Facilities. You shall be responsible for any costs arising as a result of any fire alarms and fire prevention systems being triggered.

17.27 You undertake to ensure that the number of attendees, including Your own personnel, does not exceed the maximum number of occupants permitted to attend the Facilities under all relevant health and safety regulations or as agreed in the Reservation.

17.28 Any accidents or damage occurring within the premises must be reported immediately to the Event Manager.

17.29 You shall not do or permit to be done at the Facilities anything which is illegal, in contravention of the directions and requirements of us or any other legal requirements, or which may become a nuisance (whether actionable or not), annoyance, inconvenience or disturbance to (a) Skills Matter; (b) others permitted access to the Facilities by Skills Matter; or (c) any owner or occupier of neighbouring property.

17.30 You shall not show films, videos or perform plays or live music without our prior written approval.

17.31 The use of our premises does not carry any endorsement by Skills Matter and none shall be claimed or implied by You in any way whatsoever.

17.32 You shall be responsible for ensuring no illegal betting or gaming occurs at the Event.

17.33 No alcohol shall be provided by You on our premises without prior written approval. In the event that You are providing alcohol on our premises, You shall be responsible to ensure that the terms of the premises licence and licensing law are complied with.

17.34 You must comply with any entry procedures required by us. This includes but is not limited to the registration of visitors on arrival.

17.35 You must contact the Event Manager regarding facilities available for wheelchair users.

17.36 You shall notify us in advance of any visitors with special access requirements so that the relevant health and safety paperwork can be completed such as a “Personal Emergency Evacuation Plan”.

17.37 You undertake to ensure that only reputable contractors are appointed to work on the Event in order to uphold professional standards, particularly with regard to Health and Safety matters. We reserve the right to refuse contractor(s) access if, according to our discretion and experience, the contractor(s) does not conform to the required high standards.

17.38 You undertake to remove all of Your structures, goods and materials from the Facilities prior to the end of the Hire Period and to leave and deliver up the Facilities to us promptly, in the original order and condition which You found them. We reserve the right to charge You for any costs incurred by us in returning the Facilities to their original order and condition.

17.39 We reserve the right to dispose of any items left by You or Your attendees after the end of the Hire Period.

17.40 We reserve the right to exclude or remove from the Facilities any person whose presence we deem to be undesirable notwithstanding that any such person is Your personnel or otherwise connected or associated in any way with You.

17.41 We reserve the right for any duly authorised representative of Skills Matter to enter the Facilities at any time during the Hire Period for any purpose.

17.42 We are not responsible for any products or services provided by a third party, whether selected by You or by Us.

17.43 All advertising rights at the Facilities remain with Skills Matter and are not included in the Facilities Hire Fee.

17.44 You shall not at any time use, divulge or communicate to any person, except to Your professional advisers or as may be required by law or any legal or regulatory authority, any confidential information concerning the business or affairs of Skills Matter which may have or may in future come to Your knowledge and You shall use Your reasonable endeavours to prevent the publication or disclosure of any confidential information concerning such matters.

17.45 We reserve the right to terminate the Contract with immediate effect and without liability if at our sole discretion it appears: (a) the Event is of a different nature to that confirmed by You; (b) the Event may be illegal; (c) the Event may bring bad publicity or disrepute upon Skills Matter; (d) it is possible, in our reasonable opinion, that You may not be able to honour Your obligations under the these Terms; (e) the number of attendees may exceed published capacity figures and it is not possible to reorganise the Event within our premises; (f) You breach any of these Terms (including but not limited to failure to pay any part of the Facilities Hire Fee on the date on which it becomes payable).

17.46 In the event of termination of the Contract under the circumstances described above, the Facilities Hire Fee or any part of it may be retained by us at our sole discretion.

17.47 Upon such a termination of the Contract as set out above, we may re-enter the Facilities, exclude You and remove Your Items from the Facilities at Your risk without prejudice to our right to recover from You all losses and damages incurred by reason of Your default. Any storage costs incurred by us after removing Your Items in these circumstances will be recoverable from You.

17.48 We may cancel bookings with immediate effect and without liability in circumstances outside of our reasonable control. These may include, although not exclusively, act of God, fire, strikes, lock-out or industrial action whether involving Skills Matter employees or a third party or any act or omission by You, Your agent or contractor or Your employees or visitors.

17.49 Substitutions and Cancellations by You: In addition to any rights we may have in respect of cancellations under clauses 7, 9.5, 9.6 or 9.8, and unless we have agreed otherwise in writing, once booked and confirmed, Facilities Hire can be cancelled or rescheduled by You subject to the following charges:

  • Cancellation or reschedule with 365 days or more notice prior to commencement of the Hire Period- 0% of Facilities Hire Fee;

  • Cancellation or reschedule with 90 days or more notice but less than 365 days notice prior to commencement of the Hire Period - 25% of Facilities Hire Fee;

  • Cancellation or reschedule with 60 days or more notice but less than 90 days notice prior to commencement of the Hire Period - 50% of the Facilities Hire Fee;

  • Cancellation or reschedule with less than 60 days notice prior to commencement of the Hire Period - 100% Facilities Hire Fee.

17.50 You shall effect and maintain during the Hire Period the necessary insurance cover for the Event, including appropriate public liability and property damage insurance, as well as any other insurance to such level as requested by Skills Matter. The insurance cover needs to be sufficient to fully cover You, your agents, contractors or employees or Visitors against any claim, costs, and expenses incurred in respect of any injury to any person or loss or damage to property howsoever arising from the Event. You shall, if so requested by Skills Matter, provide certificates as evidence of such insurance cover.

17.51 You shall indemnify us against all liabilities, costs, expenses, damages and losses suffered or incurred by us arising out of or in connection with: (a) any damage caused to any part of the Facilities (including but not limited to any fixtures, fittings, windows, doors, furnishings, equipment, stock and other contents) by You, Your officers, employees, agents subcontractors or visitors during or in relation to the Event; (b) Your breach or negligent performance or non-performance of Your obligations under these Terms; (c) any claim made against us for actual or alleged infringements of intellectual property rights of any description arising out of or in connection with the Event; and (d) any claim made against us for death, personal injury or damage to property arising out of or in connection with the Event, to the extent that the same is attributable to the wilful or negligent acts or omissions of You, Your employees, agents or subcontractors.

17.52 We accept no responsibility for the security of any items brought to the Facilities and shall not be liable in negligence or otherwise for any loss of or damage to such items occurring on our premises. You shall indemnify us against any claims arising from such loss or damage.

17.53 Our liability shall be limited as set out in sections 12 and 13.

18. SPECIFIC TERMS RELATED TO VOUCHERS

These specific terms apply in addition to sections 1 to 14 above of these Terms to the purchase and use of vouchers for our Courses and Conferences ("Vouchers").

18.1 Vouchers may be available from time to time for the Courses and Conferences which are advertised on our Site as being offered and delivered by us. We do not supply vouchers for Courses and Conferences which we advertise for third parties.

18.2 To purchase a Voucher, You must complete our online check out process and pay the price of the Voucher (together with any applicable VAT). By completing the checkout process, You will be deemed to have submitted an order for the Voucher.

18.3 The price of the Voucher, the value of the Voucher (the "Voucher Credit"), the check out process, the period of time during which the Voucher will be valid for use (the "Validity Period"), the discounts (if any) to which the Voucher will entitle You (the "Agreed Discounts") and any additional benefits that we propose to include with Your Voucher (the "Additional Benefits") will be as notified by us to You in writing before You submit Your order.

18.4 Our acceptance of Your order will take place when we contact You to agree the date on which the Validity Period will commence (the "Activation Date"), which must be no later than 30 days from the date of Your order. We will activate the Voucher on the agreed Activation Date.

18.5 Following the Activation Date, You can use the Voucher Credit to purchase the Courses and Conferences by completing the order process on our Site and entering the Voucher code at the point of payment.

18.6 You may only use the Voucher Credit to purchase Courses or Conferences that are offered and delivered by us (and not Courses or Conferences advertised on behalf of third parties).

18.7 Your purchase of Courses and Conference and the supply of the Additional Benefits will be subject to availability and to sections 1 to 14 of these Terms. We do not guarantee, when we supply You with a Voucher, that Conference and Courses will be available on your preferred dates.

18.8 We will not be responsible for any loss You suffer as a result of Your Voucher code being lost or stolen and we will be entitled to assume that anyone who purchases Conferences or Courses using Your Voucher has Your authority to do so.

18.9 If the Voucher Credit is on any occasion insufficient to pay for the Conference or Course Fee, You will be required to pay the balance of the Fee

18.10 You may only use the Voucher to purchase Conferences and Courses for Yourself and Your employees, officers and consultants, and not for any other person.

18.11 The Voucher is non-refundable and non-transferable and cannot be exchanged for cash.

18.12 If, pursuant to these Terms, You become entitled to receive a refund of a Course or Conference Fee, the refund will be added to the balance of the Voucher Credit and will not be paid in cash.

18.13 Where, as part of the Additional Benefit, we allow You to use any of our logo or trademarks in Your recruitment and HR materials ("Our Trademarks") then You agree that You may only use Our Trademarks for this specific purpose and only during the Validity Period. In using Our Trademarks, You must not claim any arrangement or relationship with us other than the one which exists and you must not allow any other person to use Our Trademarks. You must not use the Our Trademarks in any way which could adversely affect our reputation and if we consider that Your on-going use of Our Trademarks could have such an effect, we may withdraw Your right to use Our Trademarks by giving You written notice.

18.14 At the end of the Validity Period, the Voucher will automatically expire and You will no longer be entitled to use the Voucher Credit or to receive the Agreed Discounts or the Additional Benefits. You will not be entitled to receive any payment from us in respect of any part of the Voucher Credit which You did not use during the Validity Period.

19. SPECIFIC TERMS RELATED TO COMMUNITY SPONSORSHIP

These specific terms apply in addition to sections 1 to 14 above of these Terms to the purchase and use of Community Sponsorship Packages, which entitle you to engagement opportunities with the Skills Matter Community at CodeNode ("Community Sponsorship").

19.1 To purchase a Community Sponsorship, You must complete our online check out process and pay the price of the Community Sponsorship (together with any applicable VAT). By completing the checkout process, You will be deemed to have submitted an order for the Community Sponsorship.

19.2 The price of the Community Sponsorship, the benefits of the Package (the "Sponsor Benefits"), the check out process, the period of time during which the Community Sponsorship will be valid for use (the "Validity Period"), the discounts (if any) to which the Community Sponsorship will entitle You (the "Agreed Discounts") and any additional benefits that we propose to include with Your Community Sponsorship (the "Additional Benefits") will be as notified by us to You in writing before You submit Your order.

19.3 We will accept Your order upon receipt of Your payment in full of the Community Sponsorship price. Upon acceptance of Your order, we will contact You to agree the date on which the Validity Period will commence (the "Activation Date"), which must be no later than 30 days from the date of Your order. We will activate the Community Sponsorship on the agreed Activation Date.

19.4 Following the Activation Date and during the Validity Period, You will be entitled to the Sponsor Benefits and Additional Benefits as agreed.

19.5 The supply of any Services, Products or Benefits of the Community Sponsorship will be subject to availability and to sections 1 to 14 of these Terms. We do not guarantee, when we supply You with a Community Sponsorship, that all the Products, Services and Benefits will be available on your preferred dates.

19.6 We will not be responsible for any loss You suffer as a result of Your purchase of the Community Sponsorship or as a result of Your receipt of the Community Sponsorship Benefits or Additional Benefits. We will be entitled to assume that anyone who represents You when providing us with marketing copy, collateral, branding, logos, messages or graphics has Your authority to do so.

19.7 We will not be responsible for any loss You suffer as a result of any of Your products, devices, tools, code or otherwise being lost or stolen if You have shared or displayed such product, device, tool or Code at CodeNode. We will be entitled to assume that anyone who represents You when providing us with such products, tools, devices, code or otherwise has Your authority to do so.

19.8 Community Sponsorship may entitle You to discounts from time to time to the services which are advertised on our Site or otherwise as being offered and delivered by us. We do not provide discount on Services or Products which we advertise for third parties.

19.9 You may only use the discounts you have been awarded (if any) to purchase Skills Matter Products or Services for Yourself and Your employees, officers and consultants, and not for any other person.

19.10 The Community Sponsorship is non-refundable and non-transferable and cannot be exchanged for cash.

19.11 Where, as part of the Additional Benefits, we allow You to use any of our logo or trademarks in Your marketing materials ("Our Trademarks") then You agree that You may only use Our Trademarks for the specific purpose identified in the Additional Benefit and only during the Validity Period. In using Our Trademarks, You must not claim any arrangement or relationship with us other than the one which exists and you must not allow any other person to use Our Trademarks. You must not use the Our Trademarks in any way which could adversely affect our reputation and if we consider that Your on-going use of Our Trademarks could have such an effect, we may withdraw Your right to use Our Trademarks by giving You written notice.

19.12 Where, as part of the Benefits and Additional Benefits, You require us to use any of Your logo or trademarks on our Sponsor Wall, on decals at CodeNode, on our website, in our brochures, press releases or other marketing materials ("Your Trademarks") then You agree that we may use Your Trademarks for the specific purpose identified and during the Validity Period. In using Your Trademarks, we shall not claim any arrangement or relationship with You other than the one which exists and we shall not allow any other person to use Your Trademarks. We shall not use Your Trademarks in any way which could adversely affect Your reputation and if You consider that our on-going use of Your Trademarks could have such an effect, You may withdraw our right to use Your Trademarks by giving us written notice.

19.13 At the end of the Validity Period, the Community Sponsorship will automatically expire and You will no longer be entitled to the Community Sponsorship Benefits or to receive the Agreed Discounts or the Additional Benefits. You will not be entitled to receive any payment from us in respect of any part of the Benefits or Additional Benefits which You did not use or receive during the Validity Period. You will not be entitled to receive any payment from us if you were not satisfied with any aspect of any part of the Benefits or Additional Benefits which You did use or receive during the Validity Period.

19.14 At the end of the Validity Period, You will have the First Right Of Refusal to renew the Community Sponsorship for an additional Period at the Listed Price at that time. We reserve the right to vary our prices from time to time.