Ocean Hire Agreement

1. Definitions and Interpretation

In this Agreement, unless the context otherwise requires, the following expressions have the following meanings:

• “Booking”
  means the complete arrangements for the hire of the Venue including, but not limited to, the dates for the Hire Term, the Hire Fees, the specification of the Event, and the Client’s requirements;

• “Business Day”
  means, any day (other than Saturday or Sunday) on which ordinary banks are open for their full range of normal business;

• “Catering Fee”
  means the sums payable by the Client for the provision of food and beverage under this Agreement.

• “Catering Service”
  means the Catering Service operated by or nominated by LEDE which shall be available to provide food and beverage at the Venue and the Event;

• “Checklist”
  means the details of the Booking as confirmed against a range of headings that enable the Client to focus on a description of the Services required including timings, food, beverage and additional facilities required;

• “Client”
  means a customer of LEDE;

• “Deposit”
  means the sum payable by the Client under Clause 3 of this Agreement;

• “Event”
  means the Event or function which the Client wishes to host at the Venue;

• “Event Management Services”
  means the Event Management Services which are to be provided by LED to the Client;

• “Guest”
  means persons attending the Client’s event;

• “Event Charges”
  means the sums payable by the Client for the hire of the Venue as determined under Clause 4;

• “Hire Term”
  means the total duration of the Venue hire;

• “Ocean”
  means Ocean the complex, trading as Ocean, Queens Drive
  Exmouth, EX8 2AY under LED Enterprises Ltd and its subsidiaries.  LED is a community benefit society registered under the Cooperative and Community Benefit Society Act 2014 under registration number 3009R and with HMRC charity registration number EW3089;

• “Minimum Number”
  means the minimum Guest numbers required for the booking to be viable to LEDE.  This will vary subject to the facilities and Catering service required;

• “Personnel”
  means any of LEDE’s employees that are provided to the Client for the purposes of setting up, managing or otherwise assisting with the Event in accordance with this Agreement;

• “Venue”
  means the Ocean complex, trading as Ocean, Queens Drive
  Exmouth, EX8 2AY and comprising the Ocean Suite, Estuary Suite and other facilities;

2. Booking

Upon receipt of an enquiry, a member of the Ocean Events team will contact the client to arrange a booking meeting. At the booking meeting, LEDE shall make a provisional booking of the facilities requested (e.g., Ocean Suite, Ocean Deck, Ocean Estuary Suite, etc.). Full details of the event will be recorded by LEDE in a “checklist” format, including the theme, the purpose, the number of guests to be invited, entertainment to be provided, technical requirements, and catering requirements.

To confirm the booking, the Client must digitally sign the agreement on a tablet during the booking meeting with LEDE. This digital signature will serve as the official confirmation of the booking and will secure the reservation of the facilities requested. This will confirm the Client has read and understood the terms and conditions of the booking. A copy of the booking checklist will be send electronically to the client, Ocean Events Team and the Finance department who will arrange a deposit invoice to be raised and sent directly to the client.

Provisional Booking and Agreement

By signing the booking form, the client agrees to the details recorded at the booking meeting and is aware that a deposit is due within 14 calendar days of the invoice date to finalise the booking. LEDE will reserve the facilities for the Client for the agreed hire term, subject to the terms and conditions outlined in this agreement. If the deposit is not received in 14 calendar days of the invoice date, the provisional booking will lapse, and LEDE reserves the right to re-let the facilities.

At the time of the provisional booking, the Client shall provide the number of guests for the event. LEDE’s minimum charge for the facilities will be based on the provided guest numbers.

Guest Numbers and Final Confirmation

The Client must provide final guest numbers at least 28 days prior to the event, during the confirmation of final details meeting. The final charge will be calculated based on the final number of guests given at this meeting. If you require further changes to number of guests, LEDE will accommodate any increase in numbers where possible, subject to the constraints of the venue and fire regulations. Additional charges will apply for increased guest numbers.

If the number of guests is reduced below the minimum, LEDE reserves the right to allocate the Client alternative conference rooms, equipment, or facilities.

Payment Terms

The final payment, along with any additional charges, is due in full at least 14 days prior to the event. This final confirmation meeting will also cover any last-minute adjustments to event details.

3. Deposit

The Client shall pay the Deposit detailed on the booking form to LEDE upon receipt of the invoice received The Booking shall not be deemed confirmed until the deposit is paid in full. The Client will have 14 days from the date of the invoice to pay the deposit.

Subject to the cancellation provisions of Clause 5 the Deposit shall be non-refundable.

4. Fees and Payment

The Client shall pay the event charges to LEDE in accordance with this Clause as consideration for the hire of the Venue and associated Services provided by the LEDE.

All event charges must be paid at least calendar days prior to the Event.  Payment for the final invoice shall be by credit or debit card, or bank transfer, to such bank as LEDE may from time to time nominate.

Where any payment pursuant to this Agreement is required to be made on a day which is not a Business Day, it may be made on the next following Business Day.

Any items requested by the Client after signing the confirmation of final details form must, subject to LEDE’s approval, be confirmed by the Client as soon as possible after the final meeting before the event. These items will be invoiced by LEDE at its discretion, with payment required within 3 calendar days from the invoice date.

Tickets, itineraries, maps, and other final details related to any Confirmation will only be sent to the Client after LEDE has received full payment.

5. Cancellation of Booking

The following terms apply to cancellation of the Booking by the Client:

If the Client cancels more than 14 calendar days before the Event, any sums paid except for the deposit will be refunded. The manager may apply additional charges for costs related to catering, technical, or other services.

If the Client cancels less than 14 days before the Event or does not cancel but fails to attend at the scheduled Hire Term, LEDE will retain all sums paid and any outstanding Hire Fees become immediately due.

If guest numbers are reduced less than one month or 28 days before the Event, the Client will be charged the full price per head for each non-attending guest.

Subject to Clause 27, LEDE may cancel the Booking before the start of the Hire Term and will refund all amounts paid, including the deposit.

Booking dates are final and may only be changed under exceptional circumstances at management’s discretion.

Refunds owed under this Agreement will be paid within 30 days of the event that triggered the refund.

6. Problems with the Event Management Services

LEDE will make reasonable efforts to ensure the Conference and Event hires run smoothly. If any issues arise, Clients should notify LEDE promptly. LEDE will work to resolve problems as soon as reasonably possible. No charges will apply for issues caused by LEDE or its agents, employees, or subcontractors; however, if the problem results from incorrect or incomplete information or actions by the Client, additional charges may apply.

7. Catering Services

The Catering Fee, if applicable, covers only the Food provided and is based on the chosen Menu Options and the number of guests.

Menu Options

The selection of set menus available on the date of the Event has been selected by the Client.
If the Client has specific dietary requirements that are not provided for in the standard Menu Options LEDE will use all reasonable endeavours to accommodate such requirements providing notice of these requirements is provided during the confirmation of final details meeting. Any additional costs incurred by such requirements will be included in the final event charges.
LEDE shall use all reasonable endeavours to supply the Menu Options chosen by the Client. In the event that this is not possible, LEDE shall select what it deems to be the most appropriate substitute Menu Option (which shall take into account any specific dietary requirements).

Food Hygiene and Health & Safety

LEDE adheres to all HACCP guidelines during food production and handling. Food should not be left out for more than two hours after serving; beyond this period, responsibility transfers from LEDE to the Client.

8. Technical Facilities

LEDE shall provide the following facilities as standard at no additional cost to the Client:

• Wireless internet access

Technical facilities required by the Client shall be specified at the time of Booking or as soon as possible thereafter and included on the Checklist.  LEDE is unable to guarantee the availability of such facilities if booked subsequently.

The following items are also to be provided at additional cost, such cost to be reflected in the Event Charges:

• Flipcharts & Pens

• Sound System

• Lighting Rig

• Display Boards

• Mobile Projector & Screen

Technical facilities required by the Client shall be specified at the time of Booking or as soon as possible thereafter and included on the Checklist.  LEDE is unable to guarantee the availability of such facilities if booked subsequently.

9. Use of the Venue

If any additional equipment such as staging, lighting or similar is supplied and used by the Client for the Event, such equipment may only be used in such a way which does not require any destructive fixing to the structure of the Venue.  No fixings requiring glue, nails, tacks, screws, blu-tack or similar are permitted.

The Client shall bear the costs of making good any damage to the Venue caused as a result of the Event.

The Client may not, at any time, have gas cylinders in the Venue or any other containers of substances which are noxious, corrosive, toxic, explosive or hazardous without the prior written permission of LED, such permission to be sought at least 1 month prior to the start of the Hire Term.

The Client may not, at any time, allow live animals into the Venue without the prior written permission of LEDE, such permission to be sought at least 1 month prior to the start of the Hire Term.  This prohibition does not include guide or official assistance dogs for the blind which shall be permitted at all times.

The Client shall inform LEDE of any proposed externally arranged entertainment services or activities at the Event and LEDE reserves the right to approve or prohibit such external arrangements without liability for the resultant cost to the Client.  The Client shall provide LEDE with a copy of a current insurance certificate, full details and contact numbers for any externally arranged entertainment services or activities organised by themselves, at least 28 calendar days prior to the Booking. 

The Client may not at any time use candles or other lighted flames inside the Venue without the prior written permission of LEDE.

No sale of goods may take place during the Event without the prior written permission of LEDE.

LEDE prohibits gambling or activities which contravene the Public Entertainments Licence, or any other Licenses held by LEDE.  If the Client misleads LEDE as to the nature of activities to be carried on at the Event, LEDE shall have the right to cancel the Booking immediately without waiving monies paid or payable by the Client.

The use of the bar terrace to the Ocean Suite shall cease after 2300 hours in line with LEDE’s licensing conditions.

10. Advertising and Promotion

The Client shall be responsible for advertising and promoting the Event.  Any and all advertising materials must be checked and approved by LEDE prior to their release to the general public, such approval not to be unreasonably withheld.

All advertising materials must be submitted to LEDE for approval at least 3 months prior to the start of the Hire Term.

11. Press

If the Client intends to invite members of the press or media for the purposes of reporting on the Event or otherwise covering it in the normal course of their duties, the Client shall submit a written request to LEDE at least 1 month prior to the start of the Hire Term for approval, such approval not to be unreasonably withheld.

In the event that members of the press or media gain unauthorised entry to the Event the Client shall not be held responsible however it may be required to prove that such entry was unauthorised and unknown.

12. Health and Safety

Any and all electrical equipment to be used by the Client during the Event must be fully PAT Tested.  All such equipment must bear the appropriate labels and be accompanied by the appropriate certificates as proof of such testing and compliance.

LED shall have the right to inspect electrical equipment at any time during the Hire Term and shall have the right to remove, or request the removal of, any equipment not in compliance with that provision from the Venue.  The load connected to LEDE electrical circuits must not exceed the maximum capacity of the circuit protected breaker.

The Client shall be made aware of all fire exits and fire equipment prior to the start of the Hire Term.  All fire exits and access thereto must remain completely unobstructed.  All signs for fire exits and equipment must remain as prominent and visible as they are when the Venue is unoccupied.  Fire equipment must not be moved from its present location unless being used for its intended purpose.

A maximum of 300 standing (or 250 dining) guests shall be permitted in Ocean Suite at any given time. A maximum of 40 standing (or 30 dining) guest shall be permitted in the Estuary Suite. LEDE shall have the right to inspect the Venue at any time during the Hire Term and shall request the removal of any number of persons in excess of the numbers stated above.

13. Access to the venue

The Client shall be provided with a plan of the Venue showing access points on request. 

14. Stewarding / Duty Management

Team Leaders & Unit Managers for the Event shall be provided by LEDE and shall be responsible for overseeing the Venue and emergency procedures including, but not limited to, evacuation of the Venue in case of fire. 

Team Leaders & Unit Managers shall be suitably qualified, over the age of 18 and shall be on duty at any time that there are members of the general public in the Venue during the Hire Term.

All Team Leaders & Unit Managers shall be easily identifiable as such.

15. Access to the venue

Wheelchair access is provided as standard at the Venue.

The Venue is not fitted with an induction loop for hearing aid users. 

16. Stewarding / Duty Management

The Client shall be required to keep all guests under a reasonable level of control.  This obligation shall extend to noise levels, general behaviour and sobriety.  This obligation shall also apply to other individuals such as performers hired by the Client that are not under the control or the responsibility of LEDE.

LEDE may at any time request that security services are required for the event booked. As this is requested by LEDE, LEDE will arrange and recharge the cost of these security services to the Client.

Noise must be kept to a reasonable level at all times.  The Client must ensure that no excessive noise escapes the Venue.

Should any of the Client’s guests attending the Event be unwilling or unable when asked by LEDE, to cease any behaviour or activity unacceptable to LEDE, LEDE reserves the right to require them to leave the premises and/or terminate the Event immediately without refund or waiver of any monies already paid or payable.

The Client shall indemnify LEDE against any claim made against it as a result of anything said or done by any of its guests, delegates, team and entertainers hired for the Event which constitute racial or sexual discrimination or otherwise breach UK or EU legislation.

17. Recording and Broadcasting

No recording of sound or video shall be permitted for commercial reasons during the Event without the prior written consent of LEDE, such consent not to be unreasonably withheld.

No broadcasting of any kind may take place during the Event without the prior written consent of LEDE, such consent not to be unreasonably withheld.  This includes, but is not limited to, radio broadcasting, television broadcasting by any means and internet streaming.  Textual updates including blogging are not prohibited.

The prohibition above does not apply to video shot by a professional in their normal course of business if their services have been procured by the Client.

18. Music

We have obtained the licence of the Performing Rights Society for the performance of copyright musical works in our premises (PRS Licence). A copy of our PRS Licence is available from the General Manager.

Where the Hire involves the performance of copyright musical works covered by our PRS

Licence, you must:

• pay to the Performing Rights Society all applicable taxes, royalties or charges;
• give details of all works performed and sums paid to the General Manager; and
• comply with the terms of our Licence in all other respects.

Copyright work not covered by our PRS Licence must not be performed without the consent of the owner of the copyright and the Client is responsible for obtaining such consent.

19. Food and Beverage

No food or beverages may be brought into the premises without LEDE’s permission.

20. Licensing and Alcohol

LEDE provides a licensed bar and associated staff at the Venue.  If the Client requires use of the bar this should be included in the Booking confirmation.

Small Bar Terrace Usage

Due to licensing policies, the Small Bar Terrace must be closed by 2300 hours. All guests are required to vacate the terrace by this time, and the area will no longer be available for use after 2300 hours.

Additionally, no glassware shall be permitted on the Small Bar Terrace after 1900 hours. To comply with safety regulations and avoid any risk of injury, all drinks served in glass containers will need to be transferred to alternative drinkware, such as plastic or acrylic, after this time.

Failure to adhere to these regulations may result in the area being closed earlier than planned or other necessary actions being taken to ensure compliance with the licensing requirements.

21. Venue Personnel

LEDE shall provide all required Venue Personnel for the Event.

The Personnel requirements shall be based upon the information provided by the Client in the Booking.

22. Removal following Event

Unless otherwise agreed the Client shall be required to vacate the Venue at the end of the Hire Term.  Where the nature of the Event necessitates additional time to remove any of the Client’s property an alternative leaving time shall be agreed and set out in the Booking.

23. Venue Personnel

LEDE has in place insurance cover for the Venue and all other property of LEDE which is in the Venue either permanently or only for the duration of the Hire Term.  LEDE’s insurance shall not cover the Client’s property nor that of any third parties.

24. Liability and Indemnity

LEDE will not be liable for any personal injury or damage to property which occurs during the Event save for personal injury which is attributable to improperly maintained equipment owned and maintained by LEDE.

LEDE will not be liable for any other loss or damage arising out of any circumstances beyond its reasonable control.

Nothing in these Terms and Conditions restricts LEDE’s liability for death or personal injury arising out of any act or omission of LEDE or the Venue Personnel.

The Client shall be responsible for any loss or damage sustained by LEDE as a result of the acts, omissions or negligence of the Client, its delegates or guests at the Event and shall be liable for the cost of replacement or repair as appropriate as well as for compensation for loss of business suffered by LEDE.

If the Client requests that LEDE hire any equipment on its behalf the Client shall be responsible for any loss or damage to that equipment and shall indemnify LEDE for any costs incurred in making good such loss or damage and any costs imposed by the owner of the equipment.

25. No Waiver

No failure or delay by either Party in exercising any of its rights under this Agreement shall be deemed to be a waiver of that right, and no waiver by either Party of a breach of any provision of this Agreement shall be deemed to be a waiver of any subsequent breach of the same or any other provision.

26. Force Majeure

No Party to this Agreement shall be liable for any failure or delay in performing their obligations where such failure or delay results from any cause that is beyond the reasonable control of that Party.  Such causes include, but are not limited to: power failure, internet service provider failure, industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action or any other Event that is beyond the control of the Party in question.

27. Term and Termination

In the Event of cancellation under Clause 5, this Agreement shall immediately terminate.

Either Party may immediately terminate this Agreement by giving written notice to the other Party if:

• any sum owing to that Party by the other Party under any of the provisions of this Agreement is not paid of the due date for payment;

• the other Party commits any other breach of any of the provisions of this Agreement and, if the breach is capable of remedy, fails to remedy it within 5 Business Days after being given written notice giving full particulars of the breach and requiring it to be remedied;

• an encumbrancer takes possession, or where the other Party is LEDE, a receiver is appointed, of any of the property or assets of that other Party;

• the other Party makes any voluntary arrangement with its creditors or, if LEDE, becomes subject to an administration order (within the meaning of the Insolvency Act 1986);

• the other Party, being an individual or firm, has a bankruptcy order made against it or, being LEDE, goes into liquidation (except for the purposes of bona fide amalgamation or re-construction and in such a manner that the company resulting therefrom effectively agrees to be bound by or assume the obligations imposed on that other Party under this Agreement);

• anything analogous to any of the foregoing under the law of any jurisdiction occurs in relation to the other Party;

• that other Party ceases, or threatens to cease, to carry on business; or

• control of that other Party is acquired by any person or connected persons not having control of that other Party on the date of this Agreement.  For the purposes of this Clause 23, “control” and “connected persons” shall have the meanings ascribed thereto by Sections 1124 and 1122 respectively of the Corporation Tax Act 2010.

For the purposes of this Clause, a breach shall be considered capable of remedy if the Party in breach can comply with the provision in question in all respects.

LEDE may cancel the Booking if the Event might, in the opinion of LEDE, prejudice its reputation.

The rights to terminate this Agreement given by this Clause shall not prejudice any other right or remedy of either Party in respect of the breach concerned (if any) or any other breach.

28. Assignment and Sub-Contracting

LED shall be entitled to perform any of the obligations undertaken by it through any other member of its group or through suitably qualified and skilled sub-contractors.  Any act or omission of such other member or sub-contractor shall, for the purposes of this Agreement, be deemed to be an act or omission of LEDE.

29. Law and Jurisdiction

Any Agreement between the Client and LEDE (including any non-contractual matters and obligations arising therefrom or associated therewith) shall be governed by, and construed in accordance with, the laws of England and Wales.