TERMS AND CONDITIONS

Definitions/Terminology

The following terminology applies to the below terms and conditions between Clinic Entertainment Agency and any other party.

the agency - Clinic Entertainment Agency, acting as a negotiator between the client and the artist.

the client - Any individual or company making a booking enquiry or a booking for an artist that the agency promotes.

the artist - Any individual or group of persons or business entity enquiring about or being represented by the agency.

All words referring to the plural shall equally apply to the singular and all words referring to the singular shall also apply to the plural. Example: "I/We", "Client/Client's" etc

All words referring to the masculine shall equally apply to the feminine and all words referring to the feminine shall also apply to the masculine. Example: "he/she", "his /her" etc

1. General Terms of Business

1.1 Under the UK employment legislation (The Conduct of Employment Agencies and Employment Businesses Regulations 2003) effective from 6th April 2004 we may require certain declarations from artists and/or their management, or bookers on commencement of their business with us.

1.2 Clinic Entertainment Agency operate as an "Employment Agency" under the terms of the legislation, representing artists for the purposes of contracting them for temporary occasional work with clients as a performer(s) in the entertainment industry.

1.3 By entering into any negotiation or agreement whether written or verbal or electronic for the booking of artists or services through the agency all parties will agree to accept and abide by the specific terms and conditions of the booking contract and the terms and conditions as described herein. All parties agree that the agency cannot be held responsible for non fulfillment of bookings or non payment of fees and are not responsible for any losses or damages resulting from any contract made.

1.4 Upon written, verbal or electronic confirmation of a booking, a contract will be issued to the client for signature and must be returned within 7 days. A copy of the contract will then be forwarded to the artist to be signed and returned with 7 days. Both parties may keep one copy of the contract for their personal records. Once copies of the contract are signed by both parties then the contract is said to be binding and confirmed.

1.5 Any changes to the booking contract must be arranged and agreed by the agency in advance of the event. If changes are made on the day of the event and are not possible to be arranged with the agency then changes must be agreed between the client and the artist prior to the performance. If any additional fees are agreed to incur then the artist accepts full responsibility of collection from the client and is in agreement that these fees are subject to the commission rate set by the agency within the booking contract. These fees must be disclosed to the agency within 7 days of the event and the commission due forwarded within a further 7 days thereafter.

1.6 If one or more of the terms and conditions stated herein or within the booking contract is held by any competent authority to be invalid or unenforceable, the remainder of the terms shall still remain in force.

1.7 All agreements are deemed to have been made in England and are subject to English Law.

2. Artist Representation

2.1 Representation by the agency does not constitute employment with the agency. All contracts to hire whether written, verbal or electronic are direct contracts between the artist and the client, not the agency.

2.2 By entering into any agreement, whether written, verbal or electronic, for representation by the agency, the artist gives permission for the agency to enter into transactions with third parties through the promotion of the artist via print, verbal or electronic means at the agency's cost for the term of the contract.

2.3 The contract may be terminated by the artist by giving 3 months written notice to the agency. The contract may also be terminated by the agency if the artist fails to adhere to the terms and conditions herein or within the booking contract. If the artist falters on any of the terms within the contract then the agency reserve the right to suspend the artist from the agency for however long they see fit, or even terminate the contract completely.

2.4 The agency reserves the right to terminate the contract at any time for any reason if they see fit to do so.

3. Payment

3.1 The payment of the agreed booking fee is due strictly within 7 days of the date the client is invoiced. Payment must be made in GB Pounds, free of deduction, by the client to the agency by bank transfer (BACS). The booking fee is not a deposit against the artist’s fee and is non-refundable in all circumstances.

3.2 If the booking fee has not been received within 7 days then the agency will notify the artist immediately with the artist having the option to terminate the contract without penalty. Additionally, the client remains liable for cancellation fees as stated within the terms and conditions herein.

3.3 Cheque payment maybe acceptable for the booking fee by prior agreement with the agency and providing sufficient time is available to clear the funds prior to the event. The Agency reserves the right to refuse payment by cheque.

3.4 The balance of the total payment agreed within the booking contract, unless otherwise stated in writing within the booking contract, will be payable to the artist in cash on the day of the event.

3.5 Alternatively, the client may pay the artist’s fee to the agency at least 14 days prior to the date of the performance by bank transfer (BACS) or by cheque if agreed by all parties and sufficient time is available to clear the funds prior to the event. Both the artist and the agency reserve the right to refuse payment by cheque.

3.6 In the above case, the agency will forward on any artist fee to the artist on the next working day following the performance date, subject to the artist providing a suitable invoice.

3.7 If the artist fee has been agreed to be paid through the agency and has not been received within 14 days prior to the date of the performance then the agency will notify the artist immediately with the artist having the option to terminate the contract without penalty. Additionally, the client remains liable for cancellation fees as stated within the terms and conditions herein.

3.8 Full payment details and any variation in the above terms will be advised within the booking contract.

3.9 The booking fee, artist’s fee or both maybe subject to V.A.T. at the current rate, if so this will be detailed within the booking contract and any accompanying invoices.

4. Cancellations

By the Client:

4.1 Cancellation by the client is not allowed for any reason except circumstances covered by force majeure as described in the terms and conditions herein.

4.2 In the event that the client cancels the booking, the client agrees to inform the agency immediately. The agency agrees to inform the artist of the cancellation immediately.

4.3 If the client cancels a booking for reasons not covered by force majeure, as detailed within the terms and conditions herein, then the following cancellation charges will apply;

• If the client cancels within 48 hours of confirming the booking then there will be no charges, unless the date of the event is within the forthcoming 7 days, in which case the full booking fee and artist fee will be due.
• If the client cancels after 48 hours and up to 90 days from the event date then 50% of the remaining artist fee will be due, payable directly to the agency via bank transfer within 14 days of the cancellation.
• If the client cancels within 90 days and up to 61 days of the event date then 75% of the remaining artist fee will be due, payable directly to the agency via bank transfer within 14 days of the cancellation.
• If the client cancels within 60 days of the event date then 100% of the remaining artist fee will be due, payable directly to the agency via bank transfer within 14 days of the cancellation.

4.4 All cancellation fees are to be paid directly to the agency for forwarding on to the artist within 7 days of receipt, and are in addition to the non-refundable booking fee paid to the agency.

4.5 Provided that the client pays the artist his full fee due that is detailed within the contract, subject to the artist being ready, willing and able to do so, the client may, without giving any reason, prohibit the whole or part of the artist’s performance or exclude the artist from any or all performances as the client sees fit.

By the Artist:

4.6 Cancellation by the artist is not allowed for any reason except circumstances covered by force majeure as described in the terms and conditions herein.

4.7 In the event the artist cannot fulfill the engagement for reasons covered by force majeure, the artist agrees to inform the agency immediately. The agency agrees to inform the client of the cancellation immediately and make all reasonable attempts to find a suitable replacement artist of similar standard and style, at no extra cost to the client. Should a suitable replacement not be found, the agency agrees to refund the client any deposit paid in advance.

4.8 The artist will take all reasonable steps to fulfill the engagement or advise the client of any problem or delay or non-arrival where this is both practical and permitted by the authorities.

4.9 If the artist were to cancel a booking under circumstances not covered by force majeure, the artist agrees to inform the agency immediately. The agency agrees to inform the client of the cancellation immediately and make all reasonable attempts to find a suitable replacement artist of similar standard and style, at no extra cost to the client.

4.10 On the odd occasion that a suitable replacement cannot be found, the agency agrees to refund the client any deposit and booking fee paid in advance. The artist also agrees to pay an administration fee equal to the commission due on the booking to the agency and this must be paid in full to the agency within 7 days. If a replacement artist is found, the artist agrees to refund the client any difference between the original booking fee and the fee charged by any replacement artist arranged for the client by the agency.

4.11 If a replacement artist of similar value can be arranged by the agency and agreed by the client then there will be no refund given to the client against any deposits or booking fees already paid, and no administration fee will be payable by the artist. However, should a replacement artist charge a much lower fee, the client will be refunded a proportionate amount of any booking deposit or fees paid and the replacement artist will be due their usual fee. Where possible, the client and artist will be contacted to agree this in advance.

4.12 If a replacement artist is required last minute and the client is not happy to accept the replacement artist, they must not allow the replacement artist to perform. If the replacement artist is allowed to perform, their full fee will be due.

4.13 The client agrees that the artist shall have the right to cancel the engagement without liability upon written or electronic notice to the client no later than 10 days prior to the date of the performance in the event that the artist is called upon to render their services for a major radio or TV appearance, performance or recording, a motion picture or any other major career-advancing opportunity. Should this situation occur the artist may be able to offer a mutually acceptable re-scheduled date to the client at the same performance fee as the original engagement, or the agency will where possible offer a replacement artist of similar style and profile.

4.14 No payment shall be made by the agency to the client for any direct or consequential financial loss incurred as a result of the failure of the artist to perform.

4.15 The agency does not refund bank charges or other transaction charges incurred during any part of the booking process to any party under any circumstances.

5. Additional Expenses

5.1 If there are any additional expenses incurred by the artist (for example; travel, food and drink, accommodation, flights etc.) and they have been specified within the booking contract and signed by the client then the artist must provide receipts and an invoice to the client within 60 days after the event. The client must reimburse all expenses to the artist within 28 days of being invoiced. If any of these additional expenses are to be pre-paid before the event then this will be stated within the booking contract.

6. Artist Requirements / Client Responsibilities

The following states the standard artist requirements and client responsibilities:

6.1 It is the client’s responsibility to ensure that a safe source of power is provided for the artist, should the artist require power, and that all local authority regulations are adhered to. If there is any further information regarding power requirements specific to an artist, then this will be detailed within the booking contract.

6.2 It is the responsibility of the client to ensure that the performance venue will provide a safe performance area, and to ensure that the venue is happy to accommodate the performance of such live music, including any live music licences. Other considerations, such as noise limitations, should be mutually agreed between the agency and the client prior to booking. Any relevant information should be disclosed to the agency prior to booking confirmation.

6.3 It is the client’s responsibility to ensure that a suitable performance area is provided. From the point of view of the performance and the overall look, this should ideally be a raised stage to distinguish the staging area from the dancing/seating area. However, the artist can perform without raised staging if necessary. Any performance space requirements specific to each artist will be detailed within the booking contract.

6.4 It is the responsibility of the client to provide adequate refreshments for the artist throughout their stay at the performance venue. The minimum that must be made available is a free unlimited supply of mineral water and soft drinks. Any other additional requirements that are specific to an artist will be stated within the booking contract.

6.5 The artist will take up to 90 minutes to setup and prepare for the performance. The time will be used to set-up equipment, sound check (if necessary) and change into performance outfits. The performance starting time will usually be no earlier than 7.30pm and the finishing time no later than midnight, unless otherwise stated within the booking contract. Any performance times or arrival times needed out of these hours may require additional fees which would be set out by the agency within the booking contract.

6.6 The client must provide suitable dressing room facilities for the artist to change in and/or store any equipment. The area should be lockable, include chairs and a safe source of power, toilets are not acceptable.

6.7 The client is responsible for providing adequate supervision/security at all times whilst the artist is present at the venue. In the event of unruly or threatening behaviour, the artist is entitled to cease performance and still be paid in full.

6.8 The equipment and instruments of the artist are not available for use by any other performers or persons except by specific permissions from the artist.

6.9 It is the responsibility of the client to ensure that the artist is provided with sufficient parking facilities at the performance venue for all vehicles associated with their act. If there is no legal parking available at the venue, rendering the artist incapable of unloading, or after unloading the artist cannot secure legal parking within half a mile radius of the venue, the client agrees to pay for any parking expenses that are incurred. The artist must, however, make all reasonable attempts to find legal parking if possible. The client must pay any charges incurred to the artist on the day of the performance, in addition to any outstanding artist fee.

6.10 The provisions outlined in the above terms must be provided by the client at their own expense and if not supplied maybe considered a breach of contract and therefore cancellation charges that are outlined in the terms and conditions herein will apply.

7. Performance / Artist Responsibilities

7.1 The artist agrees to provide a performance that is to the best of their ability, and reflects fully the likeness of the artists show, as known to the agency and as advertised to the client via distribution of the artist’s demo CD’s, promotional materials, profiles, pictures, videos, web page etc. The artist will make every effort to ensure their performance is outstanding, adhere to the client’s wishes where reasonable, be polite and courteous with the client, their guests and all venue staff and contractors.

7.2 The artist agrees to provide all equipment required to undertake the performance, unless the equipment has been contractually agreed to be provided by the client or a third party. It is the artist’s responsibility to ensure the good working order & safety of their own equipment, and to obtain all necessary insurances & certification.

7.3 If the timings of an event are overrunning due to no fault of the artist then the artist is under no obligation to finish later than the specified time stated within the booking contract and will still be due full payment.

7.4 The artist agrees that their fee is inclusive of all expenses (except those that have been itemised or accounted for separately, stated within the booking contract), including holiday entitlements, travelling expenses to and from the venue, VAT, tax, N.I. etc and covers any payments whatsoever due to other members of the band/group.

7.5 The artist will refrain from excessive drinking before, during and after the performance at all times when the client or their guests are present. The artist will not under any circumstances partake in any illegal drug use on the day of the event, or whilst at the event venue, or whilst in the presence of the client, their guests, venue staff or other associated suppliers or artists. The artist will not smoke in restricted areas or park their vehicles in restricted areas at the performance venue. The artist will not display any other conduct deemed damaging to the reputation of themselves, the agency or the client.

7.6 The adjustment of the volume and sound level of any equipment shall be as the client reasonably requires.

7.7 The artist at the time of agreeing to or signing the booking contract shall not be under any contract to a third party that might preclude him/her from fulfilling the engagement.

7.8 The artist shall be suitably and tidily dressed during their performance except with the consent of the client or where the wearing of other attire is deemed to be a necessary part of their act.

7.9 The artist must contact the client directly before the event in accordance with the time-frame detailed in the booking contract to confirm the details of the booking contract as well as finalizing any minor details (i.e. payment, parking, invoice matters).

8. Tax / N.I. / Insurance etc

8.1 The artist performance fee as stated in the booking contract is gross of personal income or commercial tax liability. Payment of personal income or commercial tax liability in their home country is the responsibility of the artist. Payments of taxes levied on performers by governments in certain countries (e.g. Italy) are the responsibility of the client not the artist or the agency. We strongly recommend that both the artist and the client ensure they make provision within their own financial arrangements for the payment of tax liabilities that may arise and keep such records of their income and commercial activities as may be required by law.

8.2 The artist accepts full responsibility for maintaining their own Public Liability Insurance (which should be to a minimum of £1,000,000 cover), their own equipment insurance, vehicle insurance and for carrying out the P.A.T. testing of their equipment. The client accepts full responsibility for any damage or injury caused to any member of the band/group or their equipment due to the fault of the venue or client’s guests/customers.

9. Use of ‘Dep’ performers

9.1 A 'dep' performer will mean a person or persons who stand in for one or more of the artists standard group of performers should they be unable to perform due to prior commitments or illness.

9.2 The artist will perform using their standard group of performers as advertised to the agency and the client unless otherwise agreed by the agency in advance, or in cases of emergency. The artist agrees that any ‘dep’ performers used will be of the same standard and professional competence as the performer who is to be replaced, and that the ‘dep’ performer will have a good knowledge of the artists repertoire, and represent the artist to the same high standard that is known by the agency and expected by the client.

9.3 The artist agrees that if a usual group member is ill and a suitable 'dep' performer is available, and this performer can satisfy the conditions of competence outlined above, the artist will use the services of the 'dep' performer rather than cancel the booking under the terms of force majeure detailed within the terms and conditions herein.

9.4 There will be no reduction in the artist’s fee if a ‘dep’ performer is used and it does not constitute grounds for cancellation unless the artist is of significant celebrity.

9.5 A ‘dep’ performer may not be used to replace an artist whose individual name is used as the star attraction to promote the artist (eg: ‘The Frank Wilson’ show would not be able to ‘dep’ another performer for 'Frank Wilson’).

10. Force Majeure

10.1 In any case of force majeure (which shall be known as war, fire, death, illness or other capacity certified by a properly qualified medical practitioner, epidemic, accident, civil commotion, national calamity, order of Government or Local Authority having jurisdiction in the matter, changes in law, foreign government policy, act of God), which are not attributable to any act or failure to take preventive action by the artist or client, then the artist or client may cancel the booking without penalty other than loss of booking fee.

10.2 If any party wishes to bring force majeure into effect then they will have to prove it and justify that they took preventative action wherever possible to counteract the circumstance. If successfully proven then the cancellation fees outlined within the terms and conditions herein will be unenforceable.

11. Future Bookings

11.1 Repeat bookings from the same client and new bookings resulting from the artist’s performance detailed in the booking contract must be made through the agency and not directly with the artist for a period covering the issue date of the booking contract through to 12 months after the event date of the contract.

11.2 In the event that bookings are made by alternative means a booking fee for the performance, of the percentage or amount stated in the booking contract, and for each subsequent booking made for the artist, is payable to the agency by the artist within 7 days of the event date.

11.3 The artist agrees not to hand out any business cards or promotional materials bearing their personal telephone number and/or address, or any other contact details other than those of the agency, to the client, their guests, staff, venue or contractors. If approached, the artist must inform the person(s) concerned to contact the agency through the agency’s known contact details. Any other action will contravene the terms and conditions herein, and if found to have done so then the artist will cease to be used by the agency and invoiced for commission against any resulting work accordingly.

12. Complaints

12.1 In the event of a dispute or complaint from either party, the issue must be presented to the agency in writing within 14 days of the performance date. The agency will mediate with the intention of reaching a satisfactory outcome. If the matter cannot be resolved then the client and the artist should seek independent legal advice. The agency cannot be held responsible for any failures of the client or the artist but will attempt to help in settling any disputes in a swift and satisfactory manner.

12.2 Any complaints arising through arrangements made without consultation of the agency must be settled exclusively between the client and the artist.

13. Bookings – Individual Artist Conditions

13.1 Booking contracts/agreements may contain additional terms and conditions, information specific to the artist relating to advertising, billing, flight times, personal requirements, broadcast and recording rights, sponsorship etc, so please read contract terms carefully to avoid misunderstandings.