Performance Sound and Light Ltd. (also T/A PSL and hereinafter “PSL”)
Units 2-3 Blandys Farm, Ivy Down Lane, Malshanger, Basingstoke. RG23 7ES.
Revision 2.22 – Dated: 20-11-2014
Performance Sound and Light Ltd. (PSL) may change this policy from time to time by updating this page. You should check this page from time to time to ensure that you are happy with any changes. This policy is effective from 1st January 2011 and the date of this most recent update is 20th November 2014.
The following Terms and Conditions define the agreement under which all business is conducted through Performance Sound & Light Ltd. Trading as PSL. No business is conducted through Performance Sound and Light without agreement of these Terms and Conditions unless expressly detailed in official written confirmation from Performance Sound and Light Ltd and signed by a director thereof. Acceptance of any booking or order by Performance Sound and Light is subject to these Terms and conditions, any person, organization or company making a booking or placing an order with Performance Sound and Light does so in acceptance of these Terms and Conditions; placing any order or making any booking constitutes the client’s acceptance as such and the formation of a formal contract between Performance Sound and Light and the Person Company or Organisation placing the order or booking. Likewise, acceptance of employment as a Third Party acting on behalf of Performance Sound and Light also constitutes acceptance of these Terms and Conditions and the formation of a formal contract between Performance Sound and Light and the Party involved.
Performance Sound and Light Ltd (also trading as “PSL media group”) is a private limited company registered in England & Wales No.08923265.
The following abbreviations are used throughout this document:
PSL: Performance Sound and Light Ltd. or any subsidiary or trading name of the company, its officers and assigns.
Booking: The order received in acceptance of these terms and conditions for a service or performance whether by official purchase order, informal email, text or verbal confirmation.
Venue/site: The location at which any work or performance takes place.
Performer: The act, band, disc jockey, compare, or other such person or persons employed by PSL to fulfill a booking.
Agent: Any person, company or organisation ordering or booking the services of PSL on behalf of a client.
Client: The person, company or organisation for whom work is carried out or a booking is performed.
Performance: The act at the Venue for which any booking is made.
Work: The action specified in any accepted order, (work may refer to any performance if appropriate).
Production: The work involved in producing sound or video or such resulting media whether by recording, live performance or studio development of such work.
1. Copyright notice:
a. The sale of services involving intellectual property for use by customers or their agents does not entitle the customer or agent to copyright ownership of such material. Any such ownership transfer occurs only where expressly detailed on a PSL invoice. For the avoidance of doubt, copyright material includes the settings, delays, EQ, crossovers and other programmed detail within the digital control element of any sound system.
b. All design rights, media, programming, production and other intellectual property held by any customer for their use remain the copyright property of PSL unless specific written agreement is given selling such copyright ownership to the customer or the content of the appropriate invoice expressly details the transfer of copyright ownership.
c. Duplication, public performance or use, transfer or donation of any such intellectual property requires the written consent of PSL.
d. The sale of PSL’s copyrighted intellectual property by any third party is expressly prohibited without written consent of sale of the copyright. Any such sale in breach of these copyright terms will be subject to legal action.
2. Bookings & Orders:
a. Any booking or order is received in acceptance of these Terms and Conditions as referred to on all other PSL paperwork.
b. All bookings or orders, once accepted, are subject to any deposit condition imposed in paragraph 3 below and also to the cancellation conditions imposed in paragraph 4 below.
c. Work carried out by PSL shall be limited where necessary to that detailed in the accepted order. No further work need be carried out by PSL or its agents in order to satisfy any requirement implied but not expressly detailed in an order – additional work may be agreed by quotation where necessary.
d. PSL reserves the right to refuse to supply equipment or complete work where a client alters the requirements from those detailed in any booking, order or quotation. Any deposit made under these circumstances is non-refundable in accordance with paragraph 3 below. This is particularly relevant should a client make part payment for products and subsequently cancel or amend all or part of an order or booking.
a. A deposit will normally be required from any Client or Agent before a booking or order can be accepted. This requirement will be provided in writing by PSL usually in the form of a quotation.
b. PSL does not need to give any reason for requiring a deposit.
c. The requirement for a deposit does not necessarily reflect any Client’s ability to pay and should not be viewed as such. Deposits may be required in order to facilitate the completion of an order or booking. PSL does not accept payment in the form of cheques.
d. No deposit is refundable by default unless under the terms of PSL’s cancellation policy contained in paragraph 4 below. Exceptions may be made in writing only by one of the company’s directors.
e. Any payment refunded by PSL is done so as a gesture of good will and in no way implies liability of any kind.
f. Deposits made in part payment for products are not refundable if the associated order is cancelled or amended by the client unless explicitly confirmed in writing, in advance, by a company director.
g. PSL reserves the right to deduct such sums for design and specification as are deemed appropriate from any deposits made if a client elects to purchase equipment from an alternative supplier after specification and/or design work has been completed.
h. Clients agree that all deposits or part-payments made are non-refundable. Any decision to refund monies paid is entirely at the discretion of PSL’s directors.
4. Payments & Ownership rights:
a. Payment must be received in cleared funds by the date detailed on any order or booking acceptance.
b. Where PSL is booked to supply performance under the instruction of an agent, an invoice will be provided to the agent containing payment terms. PSL is under no obligation to carry out or continue work of any kind where payment terms are not adhered to.
c. PSL reserves the right to charge interest at five per cent above the Bank of England base rate on late payments and may also elect to suspend any further performance where it may be deemed necessary or appropriate.
d. Bookings requiring the setting up of temporary equipment must be paid for in cleared funds in accordance with the payment terms on the invoice. If no payment terms are contained on the invoice, payment is required in advance of the date of the performance. PSL is under no obligation to carry out any form of work where payment terms are not adhered to.
e. All payments received will be allocated in full or part, to invoices at the absolute discretion of PSL, as such, any payment received may be allocated in full or part to outstanding debts or invoices before being allocated to any newer order or booking. No client of Performance Sound and Light may define the allocation of payments made in any manner nor will any refund be given for payments made for any reason where outstanding debts apply.
f. PSL reserves the right to suspend business of any kind or to withhold products until the payment of overdue invoices is made.
g. Where late payment action is taken or a suspension of performance is made by PSL, no liability will be accepted for any resulting loss or action against any individual or company.
h. Ownership of equipment supplied to a venue with the intention of it being purchased does not pass to the purchaser until payment of all invoices relating to such an installation are settled in full. It is an express condition of sale that Performance Sound and Light retains full title to all goods and may request return of the goods or be given access to collect the goods should a request be made to do so.
i. Equipment rented or loaned to a venue or person remains under the explicit control of Performance Sound and Light and must be made available for collection at any time such a request is made. The hirer or borrower bears no right to retain, or to attempt to prevent the removal of, hired or loaned goods under any circumstances whatsoever for any reason whatsoever.
j. Part payment of any invoices relating to a permanent installation does not constitute part payment for any equipment detailed on such invoices and does not award the transfer in any part of legal title to goods. In the event of calculation of ownership terms in the event of failure to pay outstanding sums, funds will be allocated first to loss of profits, legal and recovery costs, followed by all services invoiced, after which consumables, cables, sundries and ancillary fittings before any high value items of equipment.
k. Performance Sound and Light reserves the right to determine the value of any used equipment offered in part payment for good or services at its absolute discretion.
l. Any item taken to a venue in the course of an event or installation for any reason remains the sole property of Performance Sound and Light unless expressly detailed on an invoice and paid for in full. Such equipment may not be interfered with, used, sold or disposed of in any manner by any person without the express written permission of Performance Sound and Light.
a. Any cancellation received more than 14 days in advance of any performance will be accepted with the loss of any deposit taken.
b. Any cancellation received less than 14 but more than 7 days in advance of any performance will be accepted with the loss of any deposit taken plus a 25% charge of the remaining balance.
c. Any cancellation received less than 7 but more than 2 days in advance of any performance will be accepted with the loss of any deposit taken and a further 25% charge of the total value of the booking.
d. Any cancellation received less than 48 hours in advance of any performance will be subject to the full value of the booking and payable under the agreed original terms as if the booking had proceeded.
e. In the event of any performance being cut short or failing to go ahead at the venue due to reasons not under the direct control of PSL, the full charge for the booking will be payable under the agreed terms.
f. In the event of PSL or PSL’s agents having to cancel a performance, as much notice as possible will be given. The extent of liability in such circumstances will be limited to that detailed in paragraph 6a below.
g. In the event of PSL or PSL’s agent having to cancel a performance, all reasonable efforts will be made to supply an alternative solution as close as possible to that which was originally booked. This is normally but not always possible.
h. Cancellations of regular / residency events and performances are required 14 days in advance of the final booking. It is agreed that invoices will be provided and paid by the client in the event of cancellations not meeting this requirement. A residency / regular event is defined as a regular booking of 3 or more consecutive monthly, weekly, or other repetitive events. Regular overseas events/residencies, unless subject to a separate contract signed by both parties, are subject to a minimum of 2 months cancellation notice.
i. Bank holiday, festive period and overseas events are an exception to the above cancellation conditions and are subject to a minimum of a one month advance notice period to avoid full charge for the event.
j. Overseas events are defined as those events for which air or sea travel is required for attendance, (travel via the Channel Tunnel is considered as sea travel for this purpose).
6. Liability & Insurance:
a. In the event of any performance being cancelled by PSL or its agents for any reason, the limit of any liability shall be the amount of the payment already received by PSL. Any payment made as a gesture of goodwill under these circumstances does not constitute an admission of liability of any kind. In the event of PSL cancelling or cutting short an event due to the serious misconduct of the client, agent or customers, no refund will be due.
b. While equipment is installed on hire at a client venue for public performance without an authorised employee of PSL present, that equipment becomes the sole responsibility of the venue operator. The client or venue operator (whichever is the licence holder or legal occupier of the venue) is fully responsible for all public liability and legal insurance requirements.
c. The client is responsible and liable for any loss or damage beyond reasonable wear and tear (at the discretion of PSL or its agents) to any of PSL’s equipment by the client’s staff, guests or members of the public permitted to enter the venue while the equipment is at the venue.
d. All reasonable endeavours will be made by PSL and its agents to assemble and operate equipment safely, protect it from damage and to see that it is assembled and used in compliance with Health and Safety and other relevant legal requirements. Liability cannot be accepted for any accident or non-compliance beyond this reasonable endeavour.
e. The limit of liability in the case of any warranty provided by either Performance Sound and Light or the manufacturer of any equipment that Performance Sound and Light provides shall be the current market value of the equipment in question. In respect of any warranty offered in writing by Performance Sound and Light for labour, workmanship or other service, the limit of liability shall be defined as the cost to Performance Sound and Light of performing the service. No liability shall be accepted by Performance Sound and Light whether implied or offered verbally under any circumstances unless offered in written form and signed by a director of the company.
f. Any warranty or guarantee for equipment, workmanship, installation or any other part of an installation shall be voided in its entirety in the event of a venue providing any form of fluid based entertainment (for example but not limited to: foam, snow or pool parties) unless a provision has been agreed by specific written consent for the event in question.
g. It is the client’s responsibility to ensure that the performer is aware of any special or venue specific Health and Safety or insurance requirements that may affect the way in which he/she performs or assembles equipment.
7. Equipment suitability and supply:
a. Unless expressly detailed in a quotation or order acceptance, the equipment used to fulfill any booking or order shall be sufficient based on information received from the client or agent. No responsibility can be assumed for any lack of sufficient equipment due to the incorrect description of a venue or audience by an agent or client.
b. Unless expressly detailed in a quotation or order acceptance, the equipment used for installation at a venue in fulfillment of an order shall be sufficient based on information received from the client or agent or survey performed by PSL. Where the permanent installation of equipment is due to take place, the quotation for such equipment shall detail the type of equipment to be used. Acceptance of such a quotation in the placing of an order constitutes acceptance of the equipment to be used.
c. PSL reserves the right to substitute equipment in use or to be used in any booking or installation with alternative equipment which is both comparable (of similar standard) and compatible should it not be possible to provide the equipment quoted for reasons beyond its control.
d. Where payment for equipment is required in advance of any installation by a specified date, the client agrees that failure to meet any such payment deadline may result in the failure to complete an installation by the agreed date. PSL accepts no liability whatsoever for delayed installation or commissioning resulting from a client’s failure to meet specified payment deadlines.
8. Third Parties:
a. Any Third Party, person, organisation or company employed or instructed by PSL to fulfill work or perform does so in acceptance of these Terms and Conditions alongside the Standard Terms of Engagement for Sub-Contractors (available separately) and is bound by them in full.
b. Third parties are both bound and protected by the same Terms and Conditions under which any booking or order is made.
c. Any Third Party acting on behalf of PSL holds the same limits of liability under the same Conditions as PSL for any order or booking.
d. Third Parties and performers employed by PSL to fulfill any booking or order shall not under any circumstances or for any reason, make contact with any Client of PSL, associate of any Client of PSL, PSL’s agents, business associates or guest at any Venue for the purpose of obtaining work of any nature.
e. Any Third Party or Performer approached in connection with a PSL booking or order (whether at a Venue, by telephone, electronically or otherwise) before, after or during any work or performance for the purpose of further business will refer any such enquiry to PSL without any delay. Enquiries received at any Venue or as the result of any performance or work, or received after such an event will be treated in the same way.
f. Any failure to comply with paragraphs 8d or 8e above will be considered a serious breach of contract, will be subject to compensation to include consequential loss and may also result in legal action pursuant to this contract formed in acceptance of such work against a Third Party or performer.
g. Acceptance of sub-contracted employment through PSL constitutes full understanding of paragraphs 8d and 8e. Third Parties and Performers acting on behalf of PSL take full responsibility for these important conditions and agree that no breach to any extent whatsoever is acceptable. These terms are in addition to those contained within PSL Standard Terms of Engagement for Sub-Contractors.
a. This document shall be legally binding and is not negotiable. All orders and bookings received by PSL are subject to these Terms and Conditions.
b. The placing of any order verbally, in writing or electronically, or full or part payment of any funds with PSL constitutes full acceptance of these terms and conditions.
c. It is agreed herein and therefore that this document shall not be superseded by any other document or notice by payment process or otherwise by PSL or any other party. PSL expressly details that these Terms & Conditions remain valid throughout any work the company is employed for or paid to perform and may not under any circumstances be superseded or circumvented for the duration of any work, or the length of any warranty or maintenance contract.
d. Should any aspect, part or element of these terms be deemed legally unenforceable under English law, that element shall be deemed invalid and removed from this agreement leaving the remainder of the terms and conditions unaffected and binding in full.