Programme and events Terms and Conditions
1. TERMS AND CONDITIONS
1.1 What these terms cover.
These are the terms and conditions on which we agree to supply ISTARI programmes and/or events to you and/or your business. To the extent that you join any of our programmes or attend any events arranged by us, whether remotely or in person, these terms and conditions will also apply, together with any additional terms we may notify you of in writing.
1.2 Why you should read them.
Please read these terms carefully before you submit an order for membership of one of our programmes or register to attend an event arranged by us. These terms tell you who we are, how we may provide ISTARI programmes and/or events to you and/or your business, how you can end this contract, how we may change or end this contract, what to do if there is a problem and other important information.
1.3 Business Customer Acknowledgement.
You acknowledge that when you submit an order for membership of one of our programmes or register to attend an event arranged by us you are acting wholly or mainly for purposes within your trade, business, craft or profession and confirm that you are authorised to agree to these terms and conditions on behalf of your business and that you and all other representatives we may permit to join one of our programmes or attend one of our events will represent the business in an appropriate and business-like manner at all times. Accordingly references to “customer” or “you” in these terms and conditions means the business you represent or are employed by and so any protections afforded to individuals acting as consumers do not apply to the services we may supply to you or your business. If you believe that you are not a business customer or you have any questions then please contact us via either of the methods detailed in the “How to contact us” section of these terms and conditions.
1.4 Entire Agreement.
These terms (and any additional terms which are incorporated by reference, we may include in any quote, invoice, online registration form or we otherwise notify you of separately in writing) constitute the entire agreement between us in relation to ISTARI programmes and/or events we supply to you. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of us which is not set out in these terms and that you will have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this agreement.
Unless we expressly agree otherwise in writing, you agree that our terms and conditions will take precedence in the event of any conflict or inconsistency with any general terms and conditions that your business requires to be incorporated by reference and that if those terms and conditions require deviations to be explicitly identified in order to take such effect then this paragraph will apply to satisfy that requirement in each case. If we supply ISTARI Content to you when you join any of our programmes or attend any of our events, whether remotely or in person, then those terms and conditions will take precedence with respect to our supply of ISTARI Content to you but in all other respects these Programme and Events Terms and Conditions will take precedence.
2. INFORMATION ABOUT US AND HOW TO CONTACT US
2.1 Who we are.
We are Istari International (UK) Limited a company registered in England and Wales. Our company registration number is 12677982 and our registered office is at 8 Cavendish Square, Marylebone, London, W1G 0PD. Our registered VAT number is 345635195. We may use affiliates or sub-contractors from time to time to provide ISTARI programmes and/or events to you but we will remain responsible to you for their and our performance.
2.2 How to contact us.
You can contact us by email at [email protected] or write to us at 8 Cavendish Square, Marylebone, London W1G 0PD if you have any questions or complaints about ISTARI programmes and/or events. All legal notices you may send to us in relation to this contract must be sent to our registered office in writing addressed to ISTARI’s Chief Legal Officer with a copy sent by email for information only to [email protected].
2.3 How we may contact you.
If we need to contact you we will do so either by telephone or by writing to you at the email address or business address which you provided to us during the online registration form (or which you subsequently notify us of in writing).
2.4 "Writing" includes emails.
When we use the words "writing" or "written" in these terms, this includes email.
3. OUR CONTRACT WITH YOU
3.1 When this contract takes effect.
A legally binding contract based upon these terms and conditions will come into existence between you and us when we email you to confirm acceptance of your application for membership of one of our programmes or we confirm that we have reserved a place for you at an event arranged by us.
3.2 Additional Information.
From time to time we (or any person or company that may be acting on our behalf for the purpose of providing all or part of an ISTARI programme or event to you) may require you to provide additional information and/or complete a declaration form in advance. You acknowledge that if you do not do so by the required date you will not be able to join a programme or attend an event arranged by us and we may either end this contract or defer your application to join one of our programmes or your place on one of our events to a later date.
3.3 If we cannot accept your order.
If we are unable to accept your order, we will inform you of this (and the reason for not being able to do so) and our obligations to you will end. Reasons for not being able to accept your order may include but will not be limited to:
- because we have identified an error relating to the price or description of an ISTARI programme or event; or
- because the programme or event is oversubscribed or there are other unexpected limits on our resources which we could not reasonably expect or plan for; or
- because you do not meet any applicable eligibility requirements or we are unable to supply ISTARI programmes or events to the region or country in which you are domiciled.
3.4 Your responsibilities.
If you will be participating in any programme or event that involves travel abroad then you must ensure you have arranged appropriate insurance (including arranging suitable Personal Accident and Travel insurance cover for onsite or offsite activities or experiences you engage or participate in which are not provided directly by ISTARI as part of the relevant programme or event) and that you have all necessary up to date travel documentation, including but not limited to visas and other entry permits, and that you comply with all health formalities and any applicable laws in the jurisdiction where the programme or event is being held. Unless we expressly agree otherwise, you will be responsible for arranging and paying for all means of travel to and from an event (including transfers) and any accommodation and subsistence required. If you have any special access requirements you must let us know when you place your order so that we can try to make appropriate arrangements.
3.5 Changes to this contract.
We may change these terms and conditions at any time and will notify you of amendments by uploading our revised terms and conditions on our website. It is your responsibility to refer regularly to this contract to familiarise yourself with any changes. You accept that you and your business will be deemed to have accepted our changes if you or your business continue to participate in any programme or attend an event arranged by us so if you believe you or your business may suffer a material adverse impact as a result of the changes then you must notify us immediately in writing so we can discuss this with you.
3.6 Compliance and gifts.
Prior to submitting an order for membership of one of our programmes or registering to attend an event arranged by us you must check that your participation in any programme or attendance at an event arranged by us complies with your business’ internal rules or guidelines relating to compliance, travel and entertainment, any applicable anti-bribery laws or regulations which may apply, and seek all necessary approvals. During your participation in any programme or attendance at an event we may offer or give you a gift, however such gift is not intended to be an inducement or a reward for doing or refraining to do something, nor for having done or refrained from doing, any act in relation to the obtaining or execution of this or any other Terms and Conditions between the Parties, or to show favour to you or your business and likewise you agree not to offer or give us any gift on such basis. Either party may reject any offer or gift provided by the other for any reason and is entitled to terminate these terms and conditions if it believes the other has committed an offence of any applicable anti-bribery or anti-corruption laws (including, the Bribery Act 2010, as amended).
4. YOUR RIGHTS TO MAKE CHANGES TO AN ORDER
If you wish to make a change to your order please contact us as soon as possible via either of the methods described in the “Contact Us” section above. If we are able to accommodate the change we will let you know whether any changes to the price, the timing of supply or anything else may be necessary as a result and will agree any material changes with you first before updating your order. If we are not able to accommodate any change you request then this contract will end and we will consider whether it is possible to issue you a refund of any charges which you have paid ISTARI for the relevant programme or event. You acknowledge though that provided it is not unreasonable to do so we will be entitled to deduct from any refund we may provide to you an amount reflecting our costs for organising the programme or event and that if we are not able to accommodate a change you have requested less than sixty (60) days prior to the commencement date of an ISTARI programme or event we will have no obligation to refund any of the charges you have paid to us.
5. OUR RIGHTS TO MAKE CHANGES TO PROGRAMMES OR EVENTS AND TO CANCEL MEMBERSHIPS
5.1 Changes required by us.
We reserve the right at all times to vary or change any programmes or events arranged by us (and memberships for the same), including the right to change the timings for the start, finish and duration of a programme or event and the advertised format or content, without prior notice or liability to you for the following reasons:
- to reflect changes in relevant laws and regulatory requirements;
- to implement technical adjustments (e.g. to address a security threat or vulnerability); or
- to improve a programme or event.
5.2 Significant changes.
If, after the date that we have accepted your order, we intend to make significant changes to these terms and conditions or to any programmes or events arranged by us (including but not limited to scheduled dates of the programmes or events or any charges payable by you for the same), we will notify you. Where such changes cause you to suffer material detriment or adversely impact you, then provided the reason for making the changes is not due to an event outside of our control (see clause 5.3 below) and that you have notified us in writing before the date we’ve informed you that the changes will take effect, you may end this contract and, refund to you any charges you have paid to us.
5.3 Delays outside of our control.
If the provision of a programme or event by us is delayed by an event outside our control then we will contact you as soon as possible to let you know and take reasonable steps to minimise the effect of the delay. Provided that we take these steps then we will not be liable to you for delays caused by events outside of our control which include but are not limited to: adverse weather conditions; civil commotion or riots; acts of terrorism; natural disasters; interruption or failure of utility services; governmental prohibitions or restrictions; non-performance of suppliers or sub-contractors; occurrence of an epidemic or pandemic; labour or trade disputes including strikes and industrial action (whether involving our employees or of third parties); collapse of buildings; fire; explosion; or accident.
5.4 Suspension and cancellations.
We reserve the right to suspend and/or cancel without liability to you your membership if any programme or event planned by us cannot go ahead due to events outside of our control (see clause 5.3 above) or we need to make changes for the reasons described in clause 5.1 above. In such circumstances we will notify you as soon as possible and refund to you any charges you have paid to us in the event we decide to cancel your membership.
5.5 Minor changes to these terms and conditions.
We may make minor amendments to our terms and conditions at any time and will provide notice to you of the amendments by updating the terms and conditions on this website. It is your responsibility to refer regularly to these terms and conditions to familiarise yourself with any changes and you will be deemed to have accepted them if you access this website after the updates have been made. If you do not wish to accept the changes then you must notify us that you wish to end this contract as described below.
6. DESCRIPTION AND PROVISION OF PROGRAMMES AND EVENTS
6.1 Descriptions of programmes and events.
All images used and descriptions of programmes and events on our website (or in any correspondence or other materials supplied to you), including for the avoidance of any doubt, the availability of key speakers and timings for the start, finish and duration of any programmes or events arranged by us, are intended to be given as a guide only and may be subject to change.
6.2 Provision by us.
Contracts for programmes and events will be considered complete once we have performed our obligations. For the avoidance of any doubt, we will have no obligation to provide a programme or event to you if you do not pay to us any charges that apply when they become due.
6.3 Supply of ISTARI Content
If we provide content to you in connection with the provision of a programme or event arranged by us, we may either provide hard copies or make the same available to you online via our website or another platform. You accept that you will be responsible for keeping ISTARI Content safe from the date you receive it and agree to notify us immediately if you become aware of a possible infringement. You acknowledge that you may only use ISTARI Content as further described in the ISTARI Content Terms & Conditions which are incorporated by reference and subject always to any instructions or licence conditions we may notify you of.
6.4 No guarantee.
We will use reasonable care and skill to provide programmes or events to you but do not guarantee a fault-free performance. It is your responsibility to ensure that you are able to participate in a programme or event in the manner intended and you acknowledge that we provide our programmes and events solely for educational purposes only and do not guarantee it will help you or your business address any particular issues or specific needs that you or your business may have.
6.5 No reliance or endorsement of third parties.
We will not be responsible to you or your business for any reliance placed by you or your business on our programmes or events nor for any advice which we may be deemed by you to provide in the course of supplying the same and will not be responsible for any loss or damage caused by inaccurate, out of date or incomplete information or content. Further you acknowledge that our programmes and events may involve content or information supplied by third parties, including other participants, guest speakers and sponsors and that we cannot be held responsible for, the accuracy or reliability of any opinion, advice, statement, service, offer, information or content supplied by such third parties or your or your business’ reliance upon the same.
7. YOUR OBLIGATIONS UNDER THIS CONTRACT
7.1 Authority to enter into this contract.
You represent and warrant to us that you have the right, power and authority to enter into this contract (including to bind the business which you represent to this contract) and that you will carry out and ensure that the business you represent carries out your and its responsibilities and obligations fully in accordance with this contract and all applicable laws and regulations.
7.2 You must compensate us if you breach this contract.
If you breach this contract you agree on behalf of your business that you and it will indemnify and hold us and our representatives, harmless against all costs, claims, damages, liability and expenses (including any professional fees) which we might incur as a result.
8. YOUR RIGHTS TO END THE CONTRACT
8.1 Ending this contract early.
You may end this contract at any time by providing notice to us in writing but your obligations will, to the extent that they have not been performed and we may reasonably require them to be performed continue until you have completed them. Your rights when you end the contract will depend on what you have ordered from us, how we are performing, and the time at which you decide to end the contract. We may also require you to return, delete and/or destroy any ISTARI Content we have supplied to you.
8.2 Ending the contract because of something we have done (or may do).
If you end this contract for any of the reasons set out below this contract will end upon the provision by you of notice and we will refund you in accordance with these terms and conditions. The reasons are:
- We have notified you of a significant change and you have decided to end this contract in accordance with clause 5.2;
- We have supplied a defective product or sub-standard service to you, and have been unable to replace or remedy the same within a reasonable time of receiving notice of the defect from you (or have elected not to); or
- You have a legal right to end the contract because of something we have done wrong (provided such right has not been excluded or waived by you in accordance with these terms and conditions).
8.3 Ending the contract for convenience (where we are not at fault).
If you choose to end this contract before any programmes or events have been supplied to you (or during the course of supply by us) we will not be obliged to refund any charges you have paid to us if you do not provide us with notice in writing at least sixty (60) days prior to the commencement date of an ISTARI programme or event and you may be required to pay us compensation for any losses or damages we may suffer if the amount exceeds the sum of the charges you have paid to us for the relevant programme or event. For the avoidance of doubt you will not be entitled to a refund because you did not enjoy the programme or event or progress as you expected.
8.4 Attending our programmes and events.
If prior to any programme or event you become aware that you cannot attend then you must notify us in writing immediately. If you cannot attend but can send a replacement instead, then provided we deem such individual to be a suitable replacement and can make any changes that are required for the replacement to attend prior to the commencement of the programme or event, then we will accept a replacement attending instead subject to you or your business paying any additional charges we deem necessary to cover the cost of making any changes. If it is not possible for us to accommodate a replacement then we will consider whether we can defer your application to join one of our programmes or your place on one of our events to a later date however you accept that if this is not possible and you have not notified us that you cannot attend our programme or event at least sixty (60) days prior to the commencement date of an ISTARI programme or event we will have no obligation to refund any of the charges you have paid to us and you may be required to pay us compensation for any losses or damages we suffer if the amount exceeds the sum of the charges you have paid to us for the relevant programme or event.8.5 How we will refund you.
If you are entitled to a full or partial refund under these terms and conditions we will aim to refund the applicable amount to you within twenty one (21) days of receiving notice that you wish to end this contract. We will refund the amount due to you via the method of payment you used in the original transaction, unless we expressly agree otherwise with you.
9. OUR RIGHTS TO END THE CONTRACT
9.1 We may end the contract if you break it.
We may end this contract at any time by writing to you if:
- you do not make any payment to us when it is due;
- you do not provide us, within a reasonable time of us asking for it, any information we require to process your order or provide a programme or event to you, or any other forms or document we request;
- you fail to meet any eligibility requirements that we require in order to provide a programme or event to you;
- you are no longer domiciled in a region or country to which we are able to provide our programmes or events;
- you breach the ISTARI Content Terms and Conditions and/or any instructions or licence conditions we may notify you of;
- you do not participate in a programme or event in a manner that we or others reasonably expect and/or you fail to comply with any instructions or requirements we or the event operator may notify you of.
9.2 You must compensate us if you break the contract.
If we end the contract in the situations described in clause 9.1 above you will not be entitled to receive a refund of any charges you have paid to us and you and your business agree to indemnify and hold us and our representatives, harmless against all costs, claims, damages, liability and expenses (including any professional fees) which we might incur as a result.
9.3 Our right to terminate for convenience.
We may in exceptional circumstances need to terminate this contract and reserve the right in our absolute discretion and without further liability to you to cancel any programme or event arranged by us. In the event that we need to do so we will refund to you in full (via the method that you paid) the charges you have paid to us but will not be liable for any additional expenditure, loss or damages that you incur as a result, including for the avoidance of doubt any hotel or travel expenses which you are unable to recover. Accordingly we recommend that you consider whether to take out insurance to cover such risks, particularly if you are travelling from abroad to participate in a programme or attend an event held by us.
10. PRICE AND PAYMENT
10.1 Where to find the price.
The price or the charges payable for our programmes and events will be shown either on our website or the invitation you receive and will be confirmed to you at the time of payment. The amount will be exclusive of VAT or other applicable sales taxes which we may need to charge.
10.2 Changes to the rate of VAT or other applicable sales taxes.
If the rate of VAT or other applicable sales taxes changes between your order date and the date we provide the programme or event, we will adjust the rate that you pay, unless you have already paid in full before the change in the rate of the applicable tax takes effect.
10.3 When you must pay and how you must pay.
We accept payment via credit cards listed on the payment portal or otherwise via bank transfer using the details that we notify you on our invoice. All payments via credit cards will be processed via Stripe. Unless we expressly agree with you otherwise all charges must be paid by you (in full) either, at the time of placing the order (if you are paying via credit card), or if it is not possible for you to pay by credit card, within fourteen (14) days of the date that you receive an invoice from us, unless the scheduled date for provision of aprogramme or event will commence before the expiry of that period in which case payment must be received by us prior to the scheduled date and by such date we may notify you of.
10.4 We can charge you interest if you pay late.
If you do not make any payment to us by the due date we may charge interest to you on the overdue amount at the rate of 8% a year above the base lending rate of Bank of England from time to time. This interest will accrue on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgment. You must pay us interest together with any overdue amount.
10.5 What to do if the price is wrong.
It is possible that despite our best efforts, our prices may be incorrectly priced. If we accept and process your order where a pricing error is obvious and unmistakeable and could reasonably have been recognised by you as a mispricing, we may end the contract, refund you any sums you have paid and require the return of any products provided to you. If you think an invoice is wrong please contact us promptly to let us know using the contact details provided in clauses 2.2 so that we can rectify the error and issue an updated invoice to you.
11. OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU
11.1 No limit or exclusion for certain types of liability caused by us.
Nothing in these terms will limit or exclude our liability for:
- death or personal injury caused by our negligence, or the negligence of our employees, agents or subcontractors (as applicable);
- fraud or fraudulent misrepresentation;
- any other matter which it would be unlawful for us to exclude or restrict liability.
11.2 Limits and exclusions for other types of liability caused by us.
- Save for our obligation to refund charges paid by you to us in the circumstances described in this contract, we will not be liable to you or your business, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with any contract between us (including but not limited to loss of business, contracts, revenue, any business interruption, security breach, loss of data, loss of goodwill or reputation or other pecuniary loss suffered by you, even if we have been advised of their possible existence) and our total liability for all other losses arising under or in connection with this contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, will be limited to the sum of five hundred (£500) pounds.
11.3 Acknowledgement of limits and exclusions.
You acknowledge that notwithstanding that applicable law may impose restrictions on the extent to which liability can be excluded by agreement, you consider these terms to be fair and reasonable in the context of the provision by us of a programmeand/or event to you and should be construed accordingly, to the maximum extent possible. For the avoidance of any doubt, except where these terms and conditions expressly state otherwise, to the fullest extent permitted by law, all warranties, guarantees, assurances, conditions, undertakings and other terms our services, products, programmes and events, whether express or implied, are excluded.
12. PERSONAL AND CONFIDENTIAL INFORMATION
12.1 How we will use your personal information.
We will only use your personal information in accordance with these terms and conditions, instructions which you provided to us (e.g. during the completion of a online registration form on our website) and as otherwise described in our privacy notice available on our website.
12.2 Recordings, photographs and publicity.
From time to time we may record or film all or part of a programme or an event and/or take photographs for inclusion in content we use to publicise the same and promote future programmes or events. If you are not comfortable being recorded or having your photograph taken for this purpose then please let us know and we will try to ensure that you image is not included in such content. You are not permitted to record, film, or take photographs at any event arranged by us or publicise your participation in the same without our prior written consent.
12.3 Duty to keep information confidential.
You agree to keep confidential these terms and conditions and all other information you receive from us in connection with the provision of an ISTARI programme or event unless you are required to disclose it by law or we notify you that the information is no longer confidential. You acknowledge that the topics which may be discussed with or amongst individuals who participate in our programmes or attend events arranged by us could result in sensitive and or confidential information being disclosed (inadvertently or otherwise) and you agree not to disclose such information unless the “Chatham House Rule” has been invoked for that discussion (in which case you are free to use the information received, but neither the identity nor the affiliation of any of the speakers, nor that of any other participant, may be disclosed).
13. OTHER IMPORTANT TERMS
13.1 We may transfer this agreement to someone else.
We may transfer our agreement with you to another organisation (including to a company within the ISTARI group of companies) without your consent. We will always notify you in writing if this happens.
13.2 You need our consent to transfer your rights to someone else.
You may only transfer your rights or your obligations under these terms to another person if we agree to this in writing in advance.
13.3 Third Party Rights.
Except for any person or company that is responsible for operating and delivering a programme or event on our behalf (who may enforce these terms and conditions against you so far as it is necessary in order to procure your compliance with your obligations hereunder), no other person will have any rights to enforce these terms and conditions.
13.4 If a court finds part of this contract illegal, the rest will continue in force.
Each clause of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining clauses will remain in full force and effect.
13.5 Even if we delay in enforcing this contract, we can still enforce it later.
If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you for breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date, including where we or you have ended this contract because, unless expressly stated otherwise, provisions of this agreement which are intended by implication to continue in effect after the termination or completion of this contract will remain in force and capable of being enforced.
13.6 Which laws apply to this contract and where you may bring legal proceedings.
Any dispute or claim arising out of or in connection with a contract between us or its subject matter or formation (including non-contractual disputes or claims) will, to the maximum extent permissible under the law of the territory that you are located in, be governed by and construed in accordance with the law of England and Wales and be subject to the exclusive jurisdiction of the courts of England and Wales.
Last updated: 1 May 2023