TERMS OF TRADE

1. Interpretation

In these Conditions, the following definitions apply:

Conditions: these terms and conditions as amended from time to time.

Contract: the contract between the Supplier and the Customer for the supply of Services in accordance with these

Conditions.

Customer: the person, firm or company who purchases Services from the Supplier.

Order: the Customer’s order for Services as set out in the Customer’s confirmation of appointment of the Supplier.

Services: the services supplied by the Supplier to the Customer as set out in the Specification.

Specification: the description or specification of the Services provided in writing by the Supplier to the Customer.

Supplier: GHR CATERING LIMITED, a company registered in England and Wales with

company number 8006921.

2. Quotations

2.1 The Order constitutes an offer by the Customer to purchase Services in accordance with these Conditions and

shall only be deemed to be accepted when the Supplier issues written acceptance of the Order at which point and on

which date the Contract shall come into existence (Commencement Date).

2.2 The Contract constitutes the entire agreement between the parties. The Customer acknowledges that it has not

relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of the

Supplier which is not set out in the Contract.

2.3 Written quotations shall not constitute offers but are valid for three months from the date of quotation and may be

subject to change following a site visit.

3. Supply of Services

3.1 The Supplier shall supply the Services to the Customer in accordance with the Specification in all material

respects, subject to any changes which are necessary to comply with any applicable law or safety requirement or

which do not materially affect the nature or quality of the Services, or which are in accordance with clause 6.

4. Customer’s Obligations

4.1 The Customer shall (a) co-operate with the Supplier in all matters relating to the Services, (b) provide the

Supplier with such information and materials as the Supplier may reasonably require in order to supply the Services

and ensure that such information is accurate in all material respects (including a proof of any menus to be printed for

Supplier approval), (c) keep and maintain all materials, equipment, documents and other property of the Supplier

(Supplier Materials) at the Customer’s premises in safe custody at its own risk, (d) maintain the Supplier Materials in

good condition until returned to the Supplier, and (e) not dispose of or use the Supplier Materials other than in

accordance with the Supplier’s written instructions or authorisation.

4.2 If the Supplier’s performance of any of its obligations under the Contract is prevented or delayed by any act or

omission by the Customer or failure by the Customer to perform any relevant obligation (Customer Default), the

Supplier shall, without incurring liability for any costs or losses sustained or incurred by the Customer, have the right

to suspend performance of the Services until the Customer remedies the Customer Default and the Customer shall

reimburse the Supplier on written demand for any costs or losses sustained or incurred by the Supplier arising

directly or indirectly from the Customer Default.

5. Payment

5.1 On confirmation of appointment a non-refundable deposit of 30% of the quoted price is payable to secure the

booking. The balance of the quoted price shall be payable no later than 14 days before the event.

5.2 A deposit of 100% is required for all sub-contractors (venue, production, flowers & entertainment) booked on

behalf of the Customer. For the avoidance of doubt, any sub-contractors engaged by the Supplier in connection with

the Services are engaged in good faith and the Customer shall fully reimburse the Supplier for all costs of subcontractors

engaged in connection with the Services.

5.3 Unless otherwise agreed in advance in writing, all invoices are due for immediate payment of the date of issue

and time for payment shall be of the essence of the Contract.

5.4 All amounts payable by the Customer under the Contract are exclusive of amounts in respect of value added tax

chargeable for the time being (VAT). The Customer shall, on receipt of a valid VAT invoice from the Supplier, pay to

the Supplier such additional amounts in respect of VAT as are chargeable on the supply of the Services at the same

time as payment is due for the supply of the Services.

5.4 In the event of cancellation, payment will be due in accordance with the cancellation charges set out below.

6. Variation

Menu prices quoted by the Supplier are prepared on the basis of specific numbers. All prices are subject to alteration

depending upon the agreed final number of guests. The contents of venues, decorations or any other items to be

supplied by the Supplier are subject to market availability. Any alteration will be notified to the Customer. Without

prejudice to the aforementioned and except as set out in these Conditions, no variation of the Contract, including the

introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by the

Supplier.  The Supplier reserves the right to alter the price according to any RPI increase from when the booking was

made until the time of the event.

7. Loss and damage

The Customer is wholly responsible for all equipment hired from the time of delivery until collection. The Customer

should, in his own interest, ensure that all such equipment is insured. Any breakages, loss or damage however

caused will be charged to the Customer at full replacement cost. If the Supplier is required to use equipment provided

by the Customer we accept no liability for any breakages that may occur. All equipment including marquee(s) hired

on the Customer’s behalf will be subject to the terms and conditions of the owner.

8. Complaint

Any complaint shall be made promptly and in any event must be received at the Supplier’s office in writing not more

than 7 days from the date of the event concerned.

9. Force Majeure

9.1 The Supplier cannot accept any liability where performance or prompt performance of the Supplier’s contractual

obligations is prevented or affected due to strike, lockout, hostilities or any other circumstances outside the

Supplier’s control amounting to force majeure (Force Majeure Event).

9.2 The Supplier shall not be liable to the Customer as a result of any delay or failure to perform its obligations under

this Contract as a result of a Force Majeure Event.

9.3 If the Force Majeure Event prevents the Supplier from providing any of the Services, or from reasonably carrying

out any necessary preparation, for more than 4 weeks, the Supplier shall, without limiting its other rights or remedies,

have the right to terminate this Contract immediately by giving written notice to the Customer.

10. Limitation of liability

10.1 Nothing in these Conditions shall limit or exclude the Supplier’s liability for death or personal injury caused by its

negligence, or the negligence of its employees, agents or subcontractors, or fraud or fraudulent misrepresentation.

10.2 Subject to clause 10.1, the Supplier shall under no circumstances whatever be liable to the Customer, 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 the Contract and the Supplier’s total liability to the Customer in

respect of all other 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 the total amount payable by the

Customer under the Contract.

10.3 The terms implied by sections 3 to 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent

permitted by law, excluded from the Contract.

10.4 Food Allergens – All of our food is prepared in a kitchen where nuts, gluten and other allergens are present and

please note that our menu descriptions do not include all ingredients. If you, or your guests have a food allergy or

intolerance, we will require at least 14 days notice prior to your event. Full allergen information is available on

request.

11. Cancellation

11.1 Any cancellation of an event by the Customer must be notified to the Supplier in writing. At such date any cost

incurred for travel, printing and site meetings would be invoiced. Furthermore in the event of such cancellation, the

following percentages of the quoted price will be payable by the Customer to the Company:

Food:

Cancellation within 8 calendar weeks of the date booked for the event – 50% of the quoted price.

Cancellation within 2 calendar weeks – 100% of the quoted price.

Venues/Location/Sub contractors: If the Supplier is required to book a venue or subcontractor on behalf of the

Customer then the booking is subject to the venue or sub contractor’s specific terms and conditions along with their

cancellation policies. This may result in up to 100% of the quoted price being charged to the Customer.

Wines, Spirits, Beers specially purchased: Cancellation within 14 days – 100% of quoted price plus delivery

charge.

13. Indemnity

The Customer shall indemnify the Supplier against all liabilities, costs, expenses, damages and losses suffered or

incurred by the Supplier arising out of or in connection with any claim made against the Supplier by a third party

arising out of or in connection with the provision of the Services, to the extent that such claim arises out of the

breach, negligent performance, failure, cancellation or delay in performance of this agreement by the Customer. This

indemnity shall apply whether or not the Supplier has been negligent or at fault.

14. Tastings

The Supplier does not provide tasting sessions for Customers. Instead the Supplier hosts Open Days where the

Customer may attend to taste the food. These Open Days are chargeable and the Customer must confirm

attendance prior to the Open Day.

15. Numbers of Guests

The Supplier requires confirmation of the final number of guests 14 days before an event. Unless otherwise agreed,

such final number will be the minimum number quoted. Numbers may be increased up to 48 hours prior to the event

(subject to availability of food, staff and equipment). However, the Supplier reserves the right to charge a 20%

supplement to allow for additional labour and transport costs.

16. Dietary Requirements

Requests for specific dietary or allergen requirements must be received at least 14 days prior to the event date and

will result in surcharges calculated according to the additional ingredients and labour required.

17. Termination

17.1 Without limiting its other rights or remedies, the Supplier may terminate the Contract with immediate effect by

giving written notice to the Customer if:

(a) the Customer commits a material breach of any term of the Contract and (if such a breach is remediable) fails to

remedy that breach within 30 days of that party being notified in writing to do so;

(b) the Customer suspends, or threatens to suspend, payment of its debts or is unable to pay its debts as they fall

due or admits inability to pay its debts or (being a company or limited liability partnership) is deemed unable to pay its

debts within the meaning of section 123 of the Insolvency Act 1986 or (being an individual) is deemed either unable

to pay its debts or as having no reasonable prospect of so doing, in either case, within the meaning of section 268 of

the Insolvency Act 1986 or (being a partnership) has any partner to whom any of the foregoing apply;

(c) the Customer commences negotiations with all or any class of its creditors with a view to rescheduling any of its

debts, or makes a proposal for or enters into any compromise or arrangement with its creditors;

(d) a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with the

winding up of that Customer (being a company) other than for the sole purpose of a scheme for a solvent

amalgamation of that Customer with one or more other companies or the solvent reconstruction of that Customer;

(e) the Customer (being an individual) is the subject of a bankruptcy petition or order;

(f) a creditor or encumbrancer of the Customer attaches or takes possession of, or a distress, execution,

sequestration or other such process is levied or enforced on or sued against, the whole or any part of its assets and

such attachment or process is not discharged within 14 days;

(g) an application is made to court, or an order is made, for the appointment of an administrator or if a notice of

intention to appoint an administrator is given or if an administrator is appointed over the Customer (being a

company);

(h) the holder of a qualifying floating charge over the assets of that Customer (being a company) has become entitled

to appoint or has appointed an administrative receiver;

(i) a person becomes entitled to appoint a receiver over the assets of the Customer or a receiver is appointed over

the assets of the Customer;

(j) any event occurs or proceeding is taken with respect to the Customer in any jurisdiction to which it is subject that

has an effect equivalent or similar to any of the events mentioned in clause 16.1(b) to clause 16.1(i) (inclusive);

(k) the Customer’s financial position deteriorates to such an extent that in the Supplier’s opinion the Customer’s

capability to adequately fulfil its obligations under the Contract has been placed in jeopardy; or

(l) the Customer (being an individual) dies or, by reason of illness or incapacity (whether mental or physical), is

incapable of managing his own affairs or becomes a patient under any mental health legislation.

17.2 Without limiting its other rights or remedies, the Supplier may suspend provision of the Services under the

Contract or any other contract between the Customer and the Supplier if the Customer becomes subject to any of the

events listed in clause 4.2, or the Supplier reasonably believes that the Customer is about to become subject to any

of them, or if the Customer fails to pay any amount due under this Contract on the due date for payment.

17.3 On termination of the Contract for any reason, the Customer shall immediately pay to the Supplier all of the

Supplier’s outstanding unpaid invoices and interest and, in respect of Services supplied but for which no invoice has

been submitted, the Supplier shall submit an invoice, which shall be payable by the Customer immediately on receipt.

The Customer shall also return all of the Supplier Materials and any deliverables which have not been fully paid for.

Until they have been returned, the Customer shall be solely responsible for their safe keeping and will not use them

for any purpose not connected with this Contract. The accrued rights, remedies, obligations and liabilities of the

parties as at expiry or termination shall be unaffected, including the right to claim damages in respect of any breach

of the Contract which existed at or before the date of termination or expiry.

18. General

18.1 The Supplier may at any time assign or deal in any other manner with all or any of its rights under the Contract

and may subcontract or delegate in any manner any or all of its obligations under the Contract to any third party or

agent.

18.2 The Customer shall not, without the prior written consent of the Supplier, assign or deal in any other manner

with any or all of its rights or obligations under the Contract.

18.3 Venues/Location/Sub contractors: If the Supplier is required to book a venue or subcontractor on behalf of the

Customer then the booking is subject to the venue or sub contractor’s specific terms and conditions along with their

cancellation policies. This may result in up to 100% of the venue/subcontractors quoted price being charged to the

Customer.

18.4 If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be

deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not

possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a

provision or part-provision under this clause shall not affect the validity and enforceability of the rest of the Contract.

18.5 A waiver of any right under the Contract or law is only effective if it is in writing and shall not be deemed to be a

waiver of any subsequent breach or default. No failure or delay by a party in exercising any right or remedy provided

under the Contract or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or

restrict its further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy

shall prevent or restrict the further exercise of that or any other right or remedy.

18.6 Nothing in the Contract is intended to, or shall be deemed to, establish any partnership or joint venture between

the parties, nor constitute either party the agent of the other for any purpose. Neither party shall have authority to act

as agent for, or to bind, the other party in any way.

18.7 The performance, validity, construction and all aspects of the agreement between the Supplier and the

Customer shall be governed by English law and the courts of England shall have exclusive jurisdiction in relation

thereto.