GENERAL TERMS AND CONDITIONS
1. DEFINITIONS AND INTERPRETATION
The following words and expressions shall have the following meanings:
“Agreement” means the agreement for products and/or services entered into between you and us by way of your written acceptance of the Contract Agreement.
“Deposit” means the sum set out in section II of the Contract Agreement.
“Venue Fee” means the total amount set out in section I of the Contract Agreement being the fee for use of the Event Space and any additional costs incurred in relation to the Event.
“Event” means the Event referred to in section I of the Contract Agreement.
“Event Coordinator” means the person You nominate to be responsible for all aspects of the Event whose details are set out in section I the of the Contract Agreement.
“Event Staff” means any and all of Your employees, contractors, sub-contractors, agents and suppliers and anyone else directly or indirectly associated with the Event (other than the House of Maharlika’s staff)
“House of Maharlika Coordinator” means the person nominated by the House of Maharlika whose details are set out in section I of the Contract Agreement.
“Guests” means the people that will attend the Event.
“Event Details” means those details of the Event, the Client and terms of contract set out in section I of the Contract Agreement.
“Event Date” means the period stated in section I of the Contract Agreement during which the House of Maharlika grants You the right to use the Event Space and to provide You with Services (if any).
“Event Space” means the venue(s) within the Property identified in section I in the Contract Agreement.
“Property” means the House of Maharlika.
“Services” means those services (if any) to be provided by the House of Maharlika,
“Standard Terms” means the terms and conditions for use of the Property for the Event set out in section V of the Contract Agreement.
“Third Party Supplier” means a third-party supplier engaged by You to provide products or services in relation to the Event, details of which are set out in section IV of the Contract Agreement.
“You” means the Client identified in Section I of the Contract Agreement and
“Your” has a corresponding meaning.
1.2.1 Unless the context requires otherwise, words in the singular may include the plural and vice versa.
1.2.2 Words importing individuals shall also include reference to incorporated and unincorporated associations and vice versa.
1.2.3 Words importing the masculine gender shall include the feminine gender and vice versa.
1.2.4 A reference to any laws includes all derivative instruments, orders, regulations and other matters and in each case any re-enactment, amendment, consolidation or modification from time to time of that law and any derivative instruments, orders, regulations or other matters.
1.2.5 An obligation owed by more than one person is owed by them jointly and severally.
1.2.6 An obligation by You not to do something includes an obligation not to permit or allow it to be done.
1.2.7 Headings to clauses, paragraphs and schedules do not affect the construction of this Agreement.
1.2.8 A right granted by the House of Maharlika is granted only so far as the House of Maharlika can lawfully grant it and is granted in common with all other persons entitled to it and/or authorised by the House of Maharlika to exercise it.
1.2.9 A right excepted or reserved to the House of Maharlika is also reserved to any other person entitled to it and/or authorised by the House of Maharlika.
1.2.10 A provision of this Agreement which is void or unenforceable shall be severed from all other provisions of this Agreement and the remaining provisions shall continue to have effect.
1.2.11 “Include” “includes” and “including” are deemed to be followed by the words “without limitation”.
- FEES AND CHARGING
2.1 You must pay the following fee plus value added tax (if chargeable):
2.1.1 the Deposit at the time of signing this Agreement; and
2.1.2 Additional costs upon receipt of an invoice, and the House of Maharlika reserves the right to require full or part payment in advance.
2.2 If the Event runs beyond the time specified in section I of the Contract Agreement an additional charge may be made at hourly increments at the rate specified in section I of the Contract Agreement.
2.3 You are not entitled to charge Guests for the Event, unless otherwise agreed to in writing by the House of Maharlika.
3.1 You shall indemnify the House of Maharlika against all liability suffered by the House of Maharlika arising from Your use of the Property, including:
3.1.1 the full cost of repairing any damage to or replacing any breakages or lost items from the Property or any of its buildings, fixtures, fittings or contents arising out of the Event;
3.1.2 all losses, damages or expenses suffered by the House of Maharlika as a result of Your behaviour or conduct or that of Event Staff or Guests or any other person You invite onto the Property; and
3.1.3 any civil or criminal liability, costs, claims or expenses which arise directly or indirectly out of the Event or as a direct or indirect consequence of any breach by You of the provisions of this Agreement.
3.2 For the avoidance of doubt You acknowledge that the House of Maharlika, its employees or agents shall not be liable for:
3.2.1 any damage, loss, delay or expense incurred by You, the Event Staff, Guests or any other person connected with the Event, except for death or personal injury resulting from proven gross negligence by House of Maharlika, its employees or agents;
3.2.2 damage, theft or loss of any property, goods, articles, possessions, objects or similar things used, kept or left at the Property.
- CONSENTS AND OTHER LICENCES
4.1 You must obtain, and/or ensure that any Third Party Suppliers obtains, all licences, permits or consents necessary for the Event to lawfully take place and You must comply, and/or ensure that any Third Party Supplier complies, with any conditions imposed by such licences, permits or consents. You are responsible for any liability that arises directly or indirectly as a result of any non-compliance with or breach of such conditions.
4.2 You must provide the House of Maharlika with copies of any licences, permits or consents required before the Event.
4.3 If the House of Maharlika consents to You serving alcoholic beverages at the Event, You agree to comply with all relevant alcohol licensing legislation and the liquor license for the Property in relation to you serving alcoholic beverages at the Event. If for any reason You believe You and/or a member of the Event Staff might be in breach of any alcohol licensing legislation and/or the liquor licence You must contact the House of Maharlika Coordinator immediately.
4.4 You agree that You fully understand and accept Your responsibilities under all relevant alcohol licensing legislation and the liquor licence for the Property and You agree to indemnify the House of Maharlika for any losses or liabilities it may suffer as a result of You and/or the Event Staff failing to comply with each of your respective responsibilities under any relevant alcohol licensing legislation and/or the liquor licence for the Property.
- EVENT COORDINATION
5.1 Your Event Manager must be available at all reasonable times during the Event.
5.2 You are responsible for ensuring that all Event Staff are aware of the provisions of this Agreement, comply fully with them and follow the reasonable and lawful instructions of the House of Maharlika (whether acting through its Coordinator or otherwise).
- DAMAGE TO THE PROPERTY
6.1 You must ensure there is no damage to any part of the Property. Display stands, banners and additional lighting, equipment or materials may be used in the Property subject to the prior approval of the House of Maharlika and any special conditions it may impose. If any damage is caused to the Property, You shall be liable to fully compensate the House of Maharlika for any damage.
6.2 If any loss or damage to the Property occurs during the use of the Property for the Event (including during the preparation clean up after the Event), You must immediately report this to the House of Maharlika and You will be liable
to fully compensate the House of Maharlika for the damage caused. The House of Maharlika will undertake the repairs and will charge You for all costs incurred, including the cost of specialist craftspeople or consultants.
7.1 Beyond the standard Property security available, You must provide and adopt at Your own cost such security measures you require for the protection and security of your property, Guests, Event Staff and their possessions.
7.2 You must seek the House of Maharlika’s prior approval for the security measures You plan to adapt, and You must make such changes to Your proposed security as the House of Maharlika may reasonable require.
7.3 You must provide the House of Maharlika with the following before the Event:
7.3.1 the names of all Guests;
7.3.2 the names of all Event Staff and the estimated arrival and departure times;
7.3.3 details of any deliveries or collections to the Property for the Event; and
7.3.4 any other relevant information.
Failure to provide the name of a Guest and /or Event Staff may result in the House of Maharlika refusing entry to any Guest or Event Staff who has not been named.
7.4 Event Staff must carry identification at all times when at the Property and may be required to produce it to a House of Maharlika representative on request. Depending on the circumstances, Guests may be required to wear identification as a guest at the Event. Failure to produce identification satisfactory to the House of Maharlika will entitle the House of Maharlika to remove a person from the Property.
7.5 Acting reasonably, the House of Maharlika reserves the right to:
7.5.1 refuse to allow anyone or anything to enter or remain on-site if it considers there to be a risk to people or the Property, or the likelihood of nuisance being caused; and
7.5.2 stop and search any Event Staff or Guest entering or leaving or otherwise using the Property.
- HEALTH, SAFETY AND FOOD HYGIENE COMPLIANCE
8.1 At all times throughout this Agreement, You must comply and ensure that all Event Staff comply with:
8.1.1 health and safety legislation and relevant industry standards;
8.1.2 all House of Maharlika health, safety, fire and environmental requirements, codes of practice and guidance as notified by the House of Maharlika; and
8.2 You must ensure that emergency exit routes are kept clear at all times and in the event of an emergency evacuation You, all Event Staff and Guests shall:
8.2.1 evacuate the Property immediately using the designated fire exits; and
8.2.2 on leaving the Property, make their way to the assembly point in House of Maharlika.
- DELIVERIES AND COLLECTIONS
All deliveries to and/or collections from the Property of goods in relation to the Event shall be made by You at the loading bay of the House of Maharlika. You agree that the House of Maharlika shall not be liable for any goods left unattended by You at the loading bay.
You acknowledge that You, Event Staff and Guests will only smoke in the designated smoking areas in the House of Maharlika.
- CLEARING UP AND CLEANING UP
11.1 Any equipment used for the Event not supplied by the House of Maharlika must be removed immediately after the Event. If You do not comply with these obligations, the House of Maharlika may move such equipment and charge You any costs and expenses it incurs in doing so, which You agree to pay on demand.
11.2 You are responsible, unless agreed with the House of Maharlika otherwise in writing, for removing all litter or waste resulting from the Event. If You do not comply with this obligation to the House of Maharlika’s satisfaction, the House of Maharlika may remove the litter or waste and charge You for any costs and expenses it incurs in so doing, which You agree to pay on demand.
13.1 In the event of cancellation, You will remain liable for any costs the House of Maharlika may have incurred or incurs on Your behalf as a consequence of such cancellation and all costs which the House of Maharlika has incurred in participation of You completing this Agreement. Nothing in this clause 13.1 shall prevent the House of Maharlika claiming damages for breach of contract.
13.2 The House of Maharlika may cancel this Agreement at any time by immediate written notice to You if:
13.2.1 You are in material breach of any of the terms of this Agreement and You fail to remedy such breach (if capable of remedy) within such reasonable period as the House of Maharlika specifies by written notice to You; or
13.2.2 You become insolvent, cease to carry on business or enter into receivership, administration or liquidation (except for the purposes of amalgamation or solvent reconstruction) or become or are declared insolvent, and in such circumstances House of Maharlika may claim the costs incurred by the House of Maharlika as a result of this Agreement. Nothing in this clause
13.2 shall prevent the House of Maharlika claiming damages for breach of contract.
13.3 The House of Maharlika reserves the right to cancel this Agreement if the House of Maharlika judges the Event to be offensive to a reasonable person or likely to endanger people or the Property or is otherwise likely to adversely affect the image, standing or reputation of the House of Maharlika. If the House of Maharlika cancels this Agreement pursuant to this clause 13.3 then the House of Maharlika shall not refund to You the Deposit or any amounts paid by You and it shall have no other liability to You.
- STATUS OF THIS AGREEMENT
14.1 This Agreement does not create any partnership, agency, or employment relationship between You and the House of Maharlika.
14.2 No legal or equitable interest in the Property or any other right is created by this Agreement other than as expressly provided in this Agreement and You must respect the House of Maharlika’s use and continued occupation of the Property and must not enter any part of the Property other than the Event Space. Nothing in this Agreement grants You the right to exclusive possession of the Property or any part or the right to exclude the House of Maharlika.
- ASSIGNMENT AND THIRD-PARTY SUPPLIERS
15.1 You may not assign, sub-contract or transfer this Agreement or any of Your rights or obligations without the prior written consent of the House of Maharlika. Such consent shall not relieve You from any liability or obligation under this Agreement and you shall be responsible for the acts, omissions, defaults or negligence of your sub-contractors, agents or servants as fully as if they were acts, omissions, defaults or negligence of Yourself.
15.2 The House of Maharlika may assign all or any of its rights and obligations under this Agreement.
15.3 Without limiting the generality of clause 15.1 above, the House of Maharlika acknowledges that You have engaged the Third Party Suppliers named in
section IV of the Contract Agreement in relation to the activities referred to in that section and You agree to be responsible for the acts, omissions, defaults or negligence of the Third Party Suppliers as fully as if they were acts, omissions, defaults or negligence of Yourself.
- FORCE MAJEURE
16.1 If either You or the House of Maharlika are prevented from complying with each party’s respective obligations under this Agreement by reason of a force majeure event, such event of force majeure shall not be deemed to be a breach of this Agreement. In such circumstance the House of Maharlika and You agree, without prejudice to other remedies, to discuss in good faith how to resolve any resulting problems.
16.2 Each party agrees to take all reasonable action to mitigate any disruption caused by a force majeure event.
16.3 For the purpose of this clause 16, a force majeure event shall mean any circumstance beyond the reasonable control of a party which renders the continued satisfaction of that party’s obligations under this Agreement illegal or impossible, including, but not limited to, fire, severe flood (including flooding anywhere in the Property), Act of God, riot, civil disturbance, industrial dispute (not directly involving either party), war or sabotage.
- ENTIRE AGREEMENT
17.1 This General Terms and Conditions together with the Contract Agreement contains the entire understanding of the House of Maharlika and You with regard to its subject matter and supersedes all prior arrangements, understanding and agreement (whether written or oral).
17.2 No amendment or variation shall be effective unless in writing and signed by the duly authorised representatives of the House of Maharlika and You.
Any notice to be given shall be delivered or sent via email or by mail and any such notice shall be deemed to have been served at the time of delivery.
- THIRD PARTY RIGHTS
Nothing in this Agreement grants any rights to any person who is not a party to this Agreement.
- VEHICULAR ACCESS
This Agreement grants You vehicular access rights to the House of Maharlika or for the parking of vehicles on designated areas within the Property for the purpose of the Event, subject to section 7 herein.
The House of Maharlika may make any rules concerning Your use of the Property and to elaborate upon any provision in this Agreement. Provided that any such rules are notified to You in writing and are not inconsistent with the terms of this Agreement You must abide by such rules as if they were contained in this Agreement and agreed to by You. The House of Maharlika Coordinator may issue rules on behalf of the House of Maharlika.
This Agreement shall be governed by and construed in accordance with the laws of the Philippines. All disputes, conflicts and claims arising from or in connection hereunder shall be settled amicably between us, such amicable discussions being a condition precedent before any case may be filed. Should such discussions fail and either Party be constrained to pursue a claim before the appropriate courts, the same shall be exclusively filed in the courts of Makati City.