1. PAYMENTS: Sponsor shall pay the full contract price within five (5) working days of the acceptance of this Contract by Global Stratagem Group Ltd., organizer of World Coffee Alliance (WCA) (Virtual Events). Failure to remit such payment shall constitute breach of this Contract by Sponsor and shall give rise to Global Stratagem Group Ltd. right to collect what is due and owing as a debt, subject to the terms of paragraph 2 hereof. All payments are non-refundable. Delivery of this executed Agreement by facsimile or otherwise to Global Stratagem Group Ltd. shall constitute acceptance hereof by Sponsor. Global Stratagem Group Ltd. reserves the right to cancel the booking without notice and retain any Sponsor’s payments if full payment is not received.
2. CANCELLATION OR TERMINATION:
a. Cancellation/Postponement by Organiser. Global Stratagem Group Ltd. reserves the right to cancel or postpone all or any part of this Virtual Events for any reason whatsoever. In the event that Global Stratagem Group Ltd. cancels or postpones this Virtual Event, Sponsor will be credited towards a rescheduled date. If the Sponsor is unable to attend the rescheduled event, the Sponsor will receive a 100% credit, valid for one year from date of issuance and represent payments made towards a future Global Stratagem Group Ltd. event. In the event that the Virtual Summit is cancelled or postponed due to a fortuitous event, Act of God and those beyond its reasonable control, including but not limited to, natural or public disaster, other emergency, acts of terrorism, strike, adverse weather, and other natural disasters, industrial and labour dispute, power and internet failure or disconnection or acts or omissions of providers of telecommunications and electricity services, epidemic, venue construction, insufficient participation, market fluctuations, government regulation, or other similar reasons, which will make the event impossible or impracticable to hold, in which case, there will be no refund available to Sponsor. A change in the name of the Event does not constitute a cancellation by Global Stratagem Group Ltd.
b. Cancellation by Sponsor. In the event that Sponsor cancels this event booking provided by Global Stratagem Group Ltd. with written notice of cancellation not less than eight (8 weeks) prior to the date of the event, the cancellation fee payable therewith shall be the amount equal to 50% of the total contract price. Any cancellation received less than eight (8) weeks prior the event shall be deemed to be breach of this Agreement by Sponsor and, accordingly the full amount otherwise payable hereunder shall immediately be paid to Global Stratagem Group Ltd. The parties intend by this provision to agree in advance to the settlement of all damages to Global Stratagem Group Ltd. that will arise from Sponsor’s cancellation. All fees are deemed fully earned and non-refundable when due. Termination by Sponsor must be in writing and will be effective upon receipt by Global Stratagem Group Ltd. of an email addressed to [email protected]. Sponsor acknowledges the difficulty in determining a precise value for services rendered and expenses incurred by Global Stratagem Group Ltd. for the Event, and of ascertaining damages incurred by Global Stratagem Group Ltd. If Sponsor terminates this Agreement or Sponsor’s participation in the Event; the amounts due from Sponsor under this Agreement as of the effective date of any termination by Sponsor belong to Global Stratagem Group Ltd. and represent an agreed measure of compensation and are not to be deemed or construed as a forfeiture or penalty.
c. Termination by Organizer. Global Stratagem Group Ltd. reserves the right to terminate this Agreement immediately by written notice to Sponsor in the event of breach or anticipatory breach by Sponsor of any of the terms and conditions set forth herein, in any addendum hereto or in the Manual, including failure to make any payment when due under the terms of this Agreement. Global Stratagem Group Ltd. is expressly authorized (but has no obligation) to resell or dispose of Sponsorship package signed up by Sponsor or made available by reason of action taken under this paragraph in such manner as it may deem best, and without releasing Sponsor from any liability hereunder Global Stratagem Group Ltd. reserves the right to re-name or the Event or change the date and time on which it is held without penalty.
3. ALTERATION TO THE ADVERTISED PACKAGE: Whilst every reasonable effort will be made to adhere to the advertised Sponsorship packages that appears on Global Stratagem Group Ltd. main corporate website and/or event website (www.worldcoffeealliance.com) or any other related literature therewith including Sponsorship Media Kit (PTT/PDF) or Program, List of Speakers and Panellist, Event Brochure in relation thereto, such package and program, including confirmed speakers which Global Stratagem Group Ltd do not guarantee appearance of confirmed speakers at the Event for one reason or another, and maybe altered or parts thereof modified or omitted or Webinar platform changed, dates and time changed for any cause whatsoever, which Global Stratagem Group Ltd. in its absolute discretion, shall consider to be just and reasonable within the circumstances. Global Stratagem Group Ltd. reserves the right to change the Webinar platform, event date, program, speakers, panellists and topics as it deems necessary without penalty. Furthermore, Global Stratagem Group Ltd. will not be responsible for re-scheduling any Summit or Webinar, which were due to be held at the event, which is postponed or cancelled. The Sponsor is strongly advised to procure extensive personal insurance coverage, including his entourage through its own insurance brokers to protect against any losses incurred in connection with the postponement or cancellation of the event.
4. LIABILITY: In making arrangements with third parties including studios or webinar organizers, who have been retained by Global Stratagem Group Ltd to set up and operate this Summit (remote or in situ) on online platforms like Zoom, Go Webinar, FB or YouTube Livestream and other Webinar providers software or apps etc., the private company organizer hired to operate and facilitate this Event, is solely responsible including but not limited to all hardware and software faults, disconnection, internet failure, outage including other negligent acts or omissions. Global Stratagem Group Ltd. acts solely as the Sponsor’s agent and does so on the express condition that no liability of any kind howsoever caused shall attach to Global Stratagem Group Ltd. in connection with or arising out of such arrangements. Global Stratagem Group Ltd. reserves the right to change without prior notice, the online and summit providers, dates, speakers, summit program, topics and roundtable and panel speakers/participants within reason should circumstances warrant such change. No liability is attached to Global Stratagem Group Ltd. should change be effected for any reason whatsoever and howsoever.
5. INFORMATION AND COPYRIGHT. All information supplied by Global Stratagem Group Ltd. in relation to this event is for use by the Sponsor only for the purposes of this event. All copyrights and trademarks in this project belong to Global Stratagem Group Ltd. and cannot be passed to any third parties for any purpose whatsoever (excepted all copyrights and trademark of the Sponsor that remain Sponsor’s sole and exclusive property)
6. PRODUCT DEMONSTRATION. Sponsor shall be solely responsible for all technical setup, equipment, cable, server or satellite installation and operational personnel for any product demonstration or corporate presentation at the event. Whilst all efforts will be extended to the Sponsor to facilitate technical product presentation, Global Stratagem Group Ltd. cannot be held responsible for any technical faults whatsoever which causes delay, interruption or cancellation of any presentation or product demonstration. Sponsor will be liable for all damages or liability of any kind or for any loss, damage or injury to persons or any property during the show from any cause whatsoever by reason of use, occupation and enjoyment of exhibit or conference space.
7. PROHIBITION OF TRANSFER: The Sponsor may not assign, transfer, access, sublet or share possession of any part of this Agreement and all areas and facilities including speaking slots at the virtual Event allocated to the Sponsor, or use any materials of any nature other than that which the Sponsor are allowed by Global Stratagem Group Ltd. to be exhibited in or distributed from any area other than specified by Global Stratagem Group Ltd. This does not apply to subsidiaries, agents or principals of Sponsor, which are notified in writing to Global Stratagem Group Ltd. at the time of the Booking.
8. INDEMNITY: The Sponsor hereby indemnifies and holds Global Stratagem Group Ltd. harmless from and against any and all claims, damages and expenses arising in any way from the act, omission or negligence of the Sponsor or its employees, representatives or agents.
9. CONFIDENTIALITY: All information supplied by Global Stratagem Group Ltd. in connection with this Agreement and Event, including the names of Speakers and Participants, special package and price agreed with Sponsor, is confidential and for Sponsor use only. Subject to the rules of GDPR and other UK existing privacy law and regulations,the parties agree that such Information may not be conveyed to any third party for any purpose. Reciprocally, all information supplied by the Sponsor to Global Stratagem Group Ltd in connection with this Agreement and event, is confidential and shall be used by Global Stratagem Group Ltd. only to the extent necessary to the performance of this Agreement, or otherwise allowed by Sponsor and the parties agree that such Information may not be conveyed to any third party for any purpose.
10. INTEGRATION: This Agreement constitutes the sole and exclusive Agreement between the parties and supersedes any and all prior oral or written and all contemporaneous oral Agreements, promises, or understandings among them, pertaining to the transactions contemplated in this Agreement. The parties herein agree that no express or implied representations, warranties, or inducements have been made by with each party herein named except as set forth in this agreement.
a. The terms and conditions of this Agreement may not be modified without the expressed written consent of the Chief Executive Officer and Founder or General Counsel of Global Stratagem Group Ltd. b) Should Sponsor’s behaviour, at any point for any reason, including but not limited to payment, delay in provision of necessary information or excessive alterations to the requirements have any effect to the smooth operation of this virtual Event, Global Stratagem Group Ltd. maintains the right to cancel Sponsor’s Booking by written notification. Global Stratagem Group Ltd. shall also be entitled to deduct any costs associated with Sponsor’s order at this point.
b. Should a portion of the Agreement price be at the time of acceptance or at anytime in the future be subject to state, federal, local taxation, VAT or other applicable sales tax, Global Stratagem Group Ltd. reserves the right to add such charges to the final invoice or recover such sums from the Sponsor at the time when they become due.
c. This contract shall be governed and construed by and in accordance with the laws of the United Kingdom and Wales to the exclusive jurisdiction of whose courts the parties hereby agree to submit. However, Global Stratagem Group Ltd. only is entitled to waive this right and submit to the jurisdiction of the courts in which the Sponsor’s office is located.
d. If Sponsor fails to pay any amounts when due, or if Global Stratagem Group Ltd. retains a Solicitor, Barrister or an Attorney to protect its interests under this Agreement, Sponsor shall pay any and all costs and expenses incurred by Global Stratagem Group Ltd. in enforcing any term of, or collecting under, this Agreement, including reasonable Legal fees, collection fees and any expenses. If any provision of this Agreement is deemed unenforceable, the remaining terms shall be enforceable to the fullest extent of the law. All parties expressly waive all rights to trial by jury.
e. Sponsor agrees that in case of litigation, Global Stratagem Group Ltd. will not be able to mitigate its losses for any less than fifty (50%) of the Agreement value.
f. Notwithstanding anything contained herein to the contrary, in the event of any default by Global Stratagem Group Ltd. under the terms or provisions of this Agreement, Global Stratagem Ltd. liability shall never exceed the amount already paid by the Sponsor under this Agreement.
g. The Sponsor agrees to abide by the rules of all venue facilities including those provided by the venue owners or those provided for the Summit by Global Stratagem Group Ltd. staff and organisers in relation to this Agreement.
h. The undersigned warrants and represents that he or she is specifically authorized by the Sponsor to execute this Agreement and bind the Sponsor to the obligations under this Agreement. The Sponsor acknowledges that Global Stratagem Group Ltd. has relied on such representation.
i. This Agreement shall be binding upon all parties upon execution and delivery to the other party of this Agreement. Delivery by email or facsimile transmittal shall constitute delivery hereof.