Production & Fabrication for Experiential Agencies

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These Terms & Conditions apply to services supplied by Cubes Events & Productions Ltd ("Cubes", "we", "us" or "our") to the client ("Client", "you" or "your").

These Terms are intended primarily for business to business projects. Any quotation, proposal, scope of works, invoice, purchase order acknowledgement or other written project agreement issued by Cubes should be read together with these Terms.

Where there is any conflict between these Terms and a specific written proposal or contract signed or expressly accepted by Cubes, the specific written agreement shall take priority.

Unless otherwise agreed by Cubes in writing, a 75% deposit is required upon confirmation of the project to secure production dates, allocate resources and commence procurement, design or fabrication.

The remaining balance must be received in cleared funds no later than 7 calendar days before the Event Date.

Where installation, delivery, freight dispatch or other substantial project works are scheduled to commence more than 7 days before the Event Date, Cubes may require the full outstanding balance to be paid before those works commence.

For larger or multi phase projects, Cubes may agree a staged payment schedule. Regardless of any staged payment arrangement, 100% of the total amount due must be paid and cleared no later than 7 calendar days before the Event Date, unless Cubes expressly agrees otherwise in writing.

Where a project is confirmed within 7 days of the Event Date, the full project value will become payable immediately upon confirmation.

Cubes is not required to install, deliver, release goods, dispatch freight, attend site or undertake the live event where an amount due remains unpaid.

Cubes may delay, suspend or reschedule works until cleared payment has been received and shall not be responsible for delays, losses or additional costs resulting from late payment by the Client.

All invoices will be issued in GBP Sterling unless otherwise agreed in writing.

Prices are exclusive of VAT and any applicable local taxes unless expressly stated otherwise.

Bank charges, international transfer fees, foreign exchange charges and other payment processing costs are the responsibility of the Client.

Invoices must be paid in accordance with the payment dates stated on the relevant invoice, proposal or agreed payment schedule.

Overdue sums may accrue interest at a rate of 8% per annum above the Bank of England base rate, calculated from the date payment became due until payment is received, or such other rate as may apply under applicable law.

Cubes may also recover reasonable debt recovery, legal and administrative costs where permitted by law.

Cubes reserves the right to suspend any current or future works while payments remain overdue.

Once a project is confirmed, Cubes will begin reserving production capacity, labour and supplier resources.

Unless otherwise stated within the project proposal, where a Client cancels a confirmed project, the following cancellation charges may apply:

Cancellation within 45 days of the Event Date: 25% of the total project value.

Cancellation within 30 days of the Event Date: 50% of the total project value.

Cancellation within 14 days of the Event Date: 100% of the total project value.

In addition, any non refundable supplier costs, materials, fabrication, design, freight, venue costs, accommodation or other expenditure already committed specifically to the project will remain payable where these amounts are not already covered by the applicable cancellation charge.

Deposits may be non refundable where Cubes has already committed costs, production capacity or resources against the project.

Where an event is postponed rather than cancelled, Cubes will make reasonable efforts to transfer the project to the revised date.

Revised production, labour, transport, supplier, accommodation and storage charges may apply.

Availability on the revised date cannot be guaranteed.

Where Cubes books or engages venues, contractors, freight providers, couriers, fabricators, equipment suppliers, security companies, staffing providers or other third parties on behalf of a Client, those services may also be subject to the relevant third party's terms and conditions.

Cubes will exercise reasonable care when appointing third party suppliers but cannot guarantee the performance of independent third parties.

Where a venue, supplier or third party cancels, changes availability, changes its charges or is otherwise unable to perform for reasons outside Cubes' reasonable control, Cubes will use reasonable efforts to find an alternative solution.

Any additional third party costs will be communicated to the Client and may be chargeable.

Cubes shall not be responsible for losses caused solely by the acts, omissions or failures of third parties outside its reasonable control.

Cubes will deliver the project in accordance with the scope, specification, drawings, proposal or quotation agreed with the Client.

Any services or items outside the agreed scope will be treated as a variation.

Changes requested following approval or commencement of production may affect pricing, materials, production methods and delivery times.

Cubes will advise the Client of material additional costs where reasonably possible before undertaking additional work.

Where urgent changes are requested on site or during installation and obtaining formal written approval is impractical, approval may be accepted by email, WhatsApp, text message or verbal instruction from an authorised Client representative.

Drawings, CADs, sketches, moodboards, visuals, plans, samples and 3D renders are intended to communicate design intent and should not be treated as exact photographic representations of the completed installation unless expressly stated.

Reasonable differences may occur as a result of material availability, manufacturing tolerances, fabrication methods, lighting, screen colour reproduction, structural requirements, venue restrictions, local regulations and site conditions.

Such reasonable variations shall not constitute a defect provided the overall agreed design intent, specification and quality are materially maintained.

Where exact colours, finishes, dimensions or materials are critical, these requirements must be identified and agreed in writing before production begins.

The Client is responsible for providing timely approvals, instructions, venue information, artwork, specifications, access details and other information reasonably required to deliver the project.

The Client must ensure that any person providing approvals or instructions on its behalf has authority to do so.

Cubes may rely upon approvals and instructions received from the Client's nominated representatives.

Cubes shall not be responsible for delays arising from late approvals, incomplete information, changed instructions or restricted site access.

Additional costs arising from such delays may be charged to the Client.

Cubes may suspend production, procurement, installation or other project works if the Client:

fails to make payment when due;

fails to provide required information or approval;

materially changes the agreed scope without agreement;

prevents reasonable access to the venue or site;

fails to provide a safe working environment; or

otherwise commits a material breach of the agreement.

Any resulting storage, labour, transport, supplier, remobilisation or rescheduling costs may be charged to the Client.

Project deadlines may be adjusted accordingly.

Cubes may appoint suitably qualified subcontractors, freelancers, fabricators, suppliers, logistics providers and other specialist partners to assist with project delivery.

This may include suppliers and contractors located outside the United Kingdom.

Cubes will retain overall responsibility for managing those subcontractors where they have been directly appointed by Cubes, subject to these Terms.

Cubes will carry out its works in accordance with applicable health and safety requirements relevant to the services it is providing.

The Client must provide Cubes with relevant site rules, venue requirements, hazards, restrictions and other health and safety information before attendance on site.

Cubes reserves the right to stop, postpone or modify works where it reasonably believes that conditions are unsafe or required documentation, permissions or controls are not in place.

Cubes shall not be responsible for resulting delay where the circumstances causing the stoppage are outside its reasonable control.

Additional attendance, labour, transport or remobilisation costs may be chargeable.

Where the Construction Design and Management Regulations 2015 apply to a UK project, each party will comply with the duties applying to it under those Regulations.

Cubes will act as Principal Contractor, Principal Designer, Designer or Contractor only where the applicable role arises from the work being undertaken or Cubes has been properly appointed to that role where an appointment is required.

Where the Client is the CDM Client, it remains responsible for fulfilling its applicable statutory duties, including providing relevant pre construction information and making appropriate duty holder appointments.

Cubes shall not be responsible for delays or additional costs resulting from another duty holder's failure to fulfil its legal responsibilities.

Cubes maintains appropriate Public Liability and Employers' Liability insurance for its operations.

The Client is responsible for ensuring that appropriate event, venue, property and other insurance is maintained for risks under the Client's control during the live period.

Following handover, the Client is responsible for the reasonable care and security of hired, installed or supplied items while they remain at the venue or under the Client's control.

This may include theft, accidental damage, vandalism, misuse, weather damage and damage caused by members of the public, Client staff, guests or third parties.

Nothing in these Terms excludes Cubes' responsibility for loss or damage to the extent directly caused by Cubes' negligence or breach of contract.

International freight or transit insurance will only be included where expressly stated in the project proposal or freight quotation.

International freight is subject to airline, shipping line, courier, customs, border authority and other third party procedures that may be outside Cubes' control.

Unless expressly included within the agreed scope, the Client is responsible for customs clearance, import duties, taxes, permits, importer of record requirements and local import and export compliance.

Where Cubes arranges international transport, Cubes will provide information and documentation reasonably available to it and will coordinate with appointed freight providers in good faith.

Estimated freight or customs timelines are estimates only and are not guaranteed.

Cubes shall not be responsible for delay caused by customs inspections, border controls, airline or shipping schedules, flight changes, port congestion, customs holds, security inspections or other circumstances outside Cubes' reasonable control.

Such delays shall not constitute a breach of contract by Cubes.

Additional costs arising from freight or customs delays, including storage, demurrage, rebooking, additional vehicles, accommodation, labour, reinstallation or personnel standby, may be charged to the Client where those costs were not caused by Cubes' negligence or breach.

Cubes will take reasonable care when handling materials, stock, artwork, equipment, props or other items supplied by the Client or a third party appointed by the Client.

Cubes is not responsible for inherent defects, inaccuracies, unsuitable specifications, compatibility issues or damage resulting from deficiencies in Client supplied items.

Any additional labour, replacement, modification or reproduction required as a result may be chargeable.

Unless expressly included within Cubes' agreed scope of works, the Client is responsible for ensuring that all licences, permits, permissions and authorisations required for the event, activation or venue are in place.

These may include, where applicable:

Temporary Event Notices;

alcohol or food licences;

PRS, PPL, BMI, ASCAP or equivalent music licences;

pavement, queueing or public space permissions;

planning or building approvals;

temporary structure approvals;

street trading permissions;

venue approvals;

fire safety approvals;

crowd management permissions;

security requirements; and

other local authority or regulatory approvals.

Where Cubes has specifically been engaged to obtain a permit or licence, Cubes will use reasonable care in preparing and submitting the relevant application but cannot guarantee that any authority or third party will approve it.

Cubes may assist with supporting documentation where reasonably possible.

Cubes is not liable for delays, enforcement action, cancellation or loss caused by the absence, refusal or withdrawal of a permission outside Cubes' control.

The Client is responsible for providing required artwork, logos, fonts, imagery, colour references, copy, specifications and print ready files in the requested format and by the required deadline.

The Client is responsible for checking the accuracy of all final artwork, text, names, dates, prices, dimensions and other information supplied or approved by it.

Cubes is not responsible for errors contained within material supplied or expressly approved by the Client.

Reprints, fabrication changes, replacement graphics or additional production arising from inaccurate or unsuitable Client supplied material may be charged to the Client.

The Client is responsible for the reasonable care and security of hired or installed equipment and items during the live period and until collected by Cubes.

Damage or loss beyond reasonable wear and tear may be charged at repair or replacement cost.

Storage beyond the agreed project period is not included unless expressly stated.

Extended storage, handling, refurbishment and subsequent transport will be chargeable at Cubes' applicable rates.

Cubes will take reasonable care to avoid damage to venues and sites while carrying out its works.

Cubes will be responsible for damage to the extent directly caused by negligence or breach by Cubes or subcontractors under Cubes' control.

The Client remains responsible for venue charges, penalties or repair costs resulting from the actions of the Client, its guests, employees or separately appointed suppliers.

The Client must provide Cubes with relevant venue restrictions and site requirements before installation begins.

The Client should inspect the installation at or shortly following handover.

Any obvious defects or issues should be notified to Cubes as soon as reasonably possible and preferably within 24 hours of handover.

Cubes must be given a reasonable opportunity to inspect and, where appropriate, rectify an issue before the Client appoints a third party to undertake remedial works or seeks to deduct associated costs.

Where an issue could not reasonably have been identified during handover, it should be reported promptly after discovery.

This clause does not affect liability that cannot lawfully be excluded or restricted.

Custom fabricated items, scenic elements, graphics, structures and installations are generally manufactured for a specific event, site and period of use.

Where items are subsequently stored, natural movement, deterioration, surface marking or wear may occur due to handling, humidity, temperature, transport and storage conditions.

Cubes will take reasonable care of items placed into storage with it but cannot guarantee that a structure or finish will remain in identical condition indefinitely.

Reinstallation may require inspection, repair, cleaning, refinishing, replacement graphics, structural modification or other maintenance.

Unless expressly included within a storage agreement, these works will be charged separately.

Any specific warranty applying to permanent or semi permanent installations will be stated within the relevant proposal or contract.

During an agreed warranty period, Cubes will rectify defects directly resulting from its workmanship or supplied materials.

Warranty coverage does not include damage arising from:

misuse;

accidental damage;

vandalism;

unauthorised alterations;

third party works;

incorrect storage;

transport not arranged by Cubes;

environmental conditions;

normal wear and tear; or

failure to follow maintenance or operating instructions.

Ongoing servicing and maintenance are not included unless expressly agreed.

Nothing within this clause affects any rights or liabilities which cannot legally be excluded.

Unless expressly agreed otherwise in writing, all design concepts, drawings, production methods, CAD files, technical drawings, renders, specifications and creative materials developed by Cubes remain the intellectual property of Cubes.

Once all amounts due under the project have been paid in full, the Client will receive the right to use the final approved deliverables for the purpose for which they were commissioned.

No intellectual property rights in Cubes' working files, editable files, production methods, CAD source files or underlying design systems are transferred unless expressly agreed in writing.

Where the proposal expressly states that ownership of particular final artwork or design rights transfers to the Client, that transfer will take effect only once all amounts due have been paid in full.

If a project is cancelled or does not proceed, Cubes' concepts, designs, drawings and renders may not be manufactured, copied, reproduced, passed to another production company or adapted without Cubes' prior written consent.

Physical fabricated items will belong to the party identified within the relevant proposal or quotation.

Cubes may photograph and film completed work and use such material within its website, portfolio, awards entries, case studies and social media unless confidentiality arrangements have been agreed with the Client in writing before the project.

During the project and for 24 months following completion, the Client agrees not knowingly to directly solicit for employment or direct engagement any employee or key freelancer introduced by Cubes specifically in connection with the project with the intention of bypassing Cubes.

This restriction does not apply to individuals who respond independently to publicly advertised opportunities without direct solicitation.

Where a breach causes Cubes a demonstrable financial loss, Cubes reserves the right to recover its reasonable losses and costs.

Cubes will not be liable for delays caused by circumstances outside its reasonable control.

These may include:

freight or courier delays;

customs holds;

airline or shipping changes;

venue restrictions;

inability to access a site;

late Client approvals;

Client requested changes;

utility failures;

supplier failures;

transport disruption;

regulatory restrictions;

industrial action; or

delays by separately appointed contractors.

Cubes will use reasonable efforts to reduce the effects of such delays where possible.

Additional expenditure reasonably incurred as a result, including storage, additional labour, transport, accommodation and remobilisation, may be chargeable to the Client.

Outdoor installations and events are subject to weather and environmental conditions.

Where Cubes reasonably determines that wind, rain, flooding, extreme temperatures or other conditions create a safety risk or risk of material damage, Cubes may stop, postpone or modify installation, dismantling or event works.

Cubes shall not be liable for delay or loss resulting from adverse weather outside its reasonable control.

Additional labour, transport, accommodation, storage or remobilisation required as a consequence may be charged to the Client.

The Client is responsible for ensuring suitable event cancellation or adverse weather insurance where appropriate.

Each party will keep confidential commercially sensitive or confidential information received from the other and shall not disclose such information except:

where required for delivery of the project;

to professional advisers, insurers, employees or subcontractors with a legitimate need to know;

where the information is already lawfully public; or

where disclosure is required by law.

Each party will comply with applicable data protection legislation, including the UK GDPR and Data Protection Act 2018 where applicable.

Unless otherwise identified, content created by Cubes and displayed on Cubes' website, portfolio, social channels and marketing materials remains the property of Cubes or its relevant licensors.

This includes original photography, video, written copy, case studies, renders, animations, technical drawings and design concepts.

Such material may not be commercially copied, reproduced, adapted, distributed or republished without permission.

Clients may share published project imagery created by Cubes for reasonable promotional and editorial purposes provided that Cubes is credited where appropriate and the material is not materially altered or used misleadingly.

This clause does not claim ownership of trademarks, logos, artwork, photography or other intellectual property owned by Clients, brands or other third parties.

The Client will be responsible for claims, losses, costs and liabilities arising from:

Client supplied artwork or materials that infringe third party rights;

inaccurate information or instructions supplied by the Client;

actions of contractors appointed independently by the Client;

failure by the Client to obtain permits for which it is responsible; or

unlawful use of intellectual property supplied by the Client,

except to the extent that the loss was caused by Cubes' own negligence or breach of contract.

Nothing in these Terms excludes or limits liability where it would be unlawful to do so, including liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation.

Subject to the above, Cubes' total aggregate liability arising from a project, whether in contract, tort, negligence or otherwise, shall not exceed the total fees paid or payable to Cubes under the relevant project, to the extent that such limitation is legally enforceable.

Cubes shall not be liable for indirect or consequential loss, or for loss of profit, anticipated revenue, opportunity, goodwill or business, except where such exclusion would not be legally enforceable.

Each party is expected to maintain appropriate insurance for risks reasonably associated with the project.

Neither party shall be liable for failure or delay in performing its contractual obligations where that failure results from circumstances beyond its reasonable control.

Such circumstances may include severe weather, natural disaster, epidemic or pandemic restrictions, war, terrorism, civil unrest, industrial action, transport disruption, government restrictions, import or export controls, utility failures, venue closure or other comparable events.

The affected party will use reasonable efforts to minimise disruption.

Where the event or project cannot proceed, the parties will discuss postponement, alternative delivery or cancellation in good faith.

Costs already properly incurred or irreversibly committed before the force majeure event remain payable.

If a dispute arises, both parties will first attempt to resolve it through good faith discussion between appropriate senior representatives.

Where the dispute remains unresolved after 14 days, either party may propose independent mediation before commencing court proceedings.

Nothing in this clause prevents either party from seeking urgent injunctive relief, pursuing an undisputed debt or taking action where delay would materially prejudice its position.

The latest version of Cubes Events & Productions Ltd's Standard Terms & Conditions will be available on the Cubes website.

Where a quotation, proposal, order acknowledgement or invoice refers or links to these Terms, the version of the Terms in effect when the relevant project is accepted will apply to that project.

Cubes will not retrospectively change the contractual terms applying to an existing confirmed project unless the Client and Cubes agree to the change.

By accepting a quotation or proposal, issuing a purchase order, instructing Cubes to commence work or making payment against a project, the Client confirms acceptance of the applicable Terms & Conditions.

These Terms and any contractual or non contractual dispute arising from them shall be governed by the laws of England and Wales.

Unless otherwise expressly agreed in writing, the courts of England and Wales shall have exclusive jurisdiction over disputes arising in connection with the project, including where services are delivered outside the United Kingdom.

A project will be considered confirmed when any of the following occurs:

the Client accepts the quotation or proposal in writing;

the Client issues a purchase order;

the Client instructs Cubes to commence work;

the Client pays a deposit or other project invoice; or

the parties otherwise confirm the project in writing.

By doing so, the Client agrees to be bound by these Terms & Conditions together with the relevant quotation, proposal and agreed scope of works.