Studio 212

These terms and conditions, govern the provision of Goods and Services provided by DRP Holdings Limited trading as Studio 212.

Please read these terms and conditions carefully. By instructing us to proceed You are agreeing to be bound by them. If You have any questions, please contact Studio 212 Client Service Team by writing to Studio 212 Client Services, Unit 212 Ikon Estate, Droitwich Road, Hartlebury, Worcestershire, DY10 4EU

1. Definitions

In this Agreement, the following definitions apply:

"Studio 212":

"Hirer":

"Event":

"Event Agreement":

"Event Agreement Issue Date":

"Internal Technical Supplier":

"Capacity":

"Venue":

"Services":

"Charges":

2. Interpretation

2.1. Clause headings shall not affect the interpretation of this Agreement.

2.2. References to statutes or statutory provisions include any amendments or re-enactments.

2.3. Words in the singular include the plural and vice versa.

2.4. Phrases like "including", "in particular", "for example" are illustrative and do not limit the generality of the preceding words.

3. Basis of Agreement

3.1. The Hirer shall submit a brief to hire the Venue and receive the Services in accordance with these Terms and Conditions.

3.2. The Agreement comes into existence when Studio 212 issues a written acceptance of the booking to the Hirer, at which point a binding contract is formed between the parties.

3.3. These Terms and Conditions apply exclusively to the Agreement, superseding any other terms the Hirer may seek to impose or incorporate.

3.4. No variation to this Agreement shall be binding unless agreed in writing and signed by both parties.

4. Studio 212's Responsibilities

4.1. Studio 212 will use reasonable endeavours to provide the Venue and the Services as set out in the Event Agreement, in accordance with these Terms and Conditions.

4.2. Studio 212 reserves the right to amend the Services if necessary to comply with any applicable law or regulatory requirement, or if the amendment does not materially affect the nature or quality of the Services. Studio 212 will notify the Hirer of any such changes.

4.3. A Venue Manager will be appointed by Studio 212, with authority to bind Studio 212 on all matters relating to the Services.

4.4. Studio 212 will ensure the Venue is clean, safe, and compliant with all applicable health and safety regulations.

4.5. Appropriate insurance policies, including public liability insurance, will be maintained by Studio 212 in respect of the Venue.

5. Hirer's Obligations

5.1. The Hirer shall:

5.2. Cooperate with Studio 212 in all matters relating to the Services and comply with all instructions from the Venue Manager.

5.3. Ensure the Event is conducted properly and lawfully, obtaining and maintaining all necessary licences, permits, and consents.

5.4. Use the Venue solely for the purpose specified in the Event Agreement, and not sub-license or allow third-party use without prior written consent from Studio 212.

5.5. Use the Internal Technical Supplier for all technical equipment and services unless otherwise agreed in writing. A buyout charge may apply if the Hirer uses their own equipment or suppliers.

5.6. Comply with all health and safety, fire, and security regulations applicable at the Venue, including any policies provided by Studio 212.

5.7. Confirm the final number of attendees no later than 14 days prior to the Event. The Venue's Capacity must not be exceeded without prior written permission from Studio 212. Additional charges may apply for increased numbers.

5.8. Reimburse Studio 212 for any costs incurred on behalf of the Hirer, including third-party costs, prior to payment being made to the third party.

5.9. Ensure all attendees comply with Venue rules and regulations, including restrictions on smoking, noise levels, and consumption of food and beverages.

5.10. Leave the Venue in a clean and tidy condition after the Event, removing all property brought in by the Hirer, its agents, contractors, or guests. Studio 212 may dispose of any property left behind.

5.11. Not make any alterations or additions to the Venue without prior written consent from Studio 212, and promptly repair any damage caused.

5.12. Indemnify Studio 212 against all liabilities, costs, expenses, damages, and losses arising out of or in connection with the Hirer's use of the Venue, including any breach of this Agreement.

6. Charges and Payment Terms

6.1. Fees for the services are outlined in the Event Agreement or as otherwise confirmed in writing.

6.2. Studio 212 will issue invoices in line with the terms set out in the Event Agreement.

6.3. Deposit: A non-refundable deposit of 50% of the total charges is required immediately upon receipt of the invoice to secure the booking. The booking will not be confirmed until the deposit is received.

6.4. Balance Payment: The remaining balance must be paid no later than 30 days from the invoice date. Payment must be made in full before services are provided or the event commences.

6.5. Short-Notice Bookings: For bookings made less than 30 days prior to the event, full payment is required immediately upon receipt of the invoice.

6.6. Studio 212 will not commence any services, nor will the event proceed, until all payments are received in full in accordance with the terms outlined above. Failure to meet the payment deadlines may result in the cancellation of the booking, with any amounts already paid being non-refundable.

6.7. All fees are exclusive of VAT, which will be charged at the applicable rate and detailed on the invoice.

6.8. Payments not received by the due date will incur interest at 4% per annum above the Bank of England’s base rate, accruing daily from the payment due date until the outstanding amount is settled.

6.9. If payment is not received in full by the specified deadlines, Studio 212 reserves the right to cancel the booking without further notice. Any deposit paid will not be refunded, and additional cancellation fees may apply as outlined in the Event Agreement.

6.10. Hirer will notify Studio 212 of any potential payment delays as early as possible to avoid disruption to their booking or event plans.

7. Limitation of Liability

7.1. Studio 212 does not exclude or limit its liability in respect of the following:

7.2. Liability arising from death or personal injury caused by the negligence of Studio 212, its employees, agents, or subcontractors.

7.3. Liability arising from fraud or fraudulent misrepresentation committed by Studio 212.

7.4. Any liability which cannot lawfully be excluded or limited under applicable law, including but not limited to liability arising under the Consumer Rights Act 2015 or any other statutory rights which apply.

8. Additional Considerations

8.1. Studio 212 accepts liability solely for direct damages caused by proven breaches of this Agreement.

8.2. The Hirer acknowledges their responsibility to ensure that adequate insurance or other measures are in place to cover any losses exceeding the limitations outlined above.

8.3. These liability limitations represent a fair and reasonable allocation of risk between the parties and are fundamental to the terms agreed upon.

8.4. By entering into this Agreement, the Hirer acknowledges that the exclusions and limitations of liability set out herein are fair, reasonable, and proportionate to the nature of the services provided and the Charges agreed.

9. Cancellation Policy

9.1. All cancellations must be provided in writing and will take effect from the date Studio 212 receives the written notice.

9.2. Cancellation Charges:

9.3 Studio 212 reserves the right to cancel the booking with written notice under the following circumstances:

9.4. If Studio 212 cancels under these circumstances, the Hirer shall remain liable for any Charges accrued and costs incurred by Studio 212 up to the cancellation date.

10. Capacity and Final Numbers

10.1. The Hirer must provide final confirmed attendee numbers no later than 14 days before the Event.

10.2. The Hirer must not exceed the agreed capacity of the venue without obtaining prior written permission from Studio 212.

10.3. Studio 212 reserves the right to charge additional fees or impose conditions where capacity is exceeded.

10.4. Studio 212 retains the right to refuse entry or remove individuals from the Event if they are deemed unfit, disruptive, or otherwise likely to compromise the safety, security, or enjoyment of the Event.

11. Food and Beverage

11.1. No food or beverages may be brought into the venue by the Hirer or their guests without prior written consent from Studio 212.

11.2. If consent is granted for external food or beverages, the Hirer must ensure compliance with all relevant legal and regulatory requirements, including any applicable licensing conditions.

11.3. Studio 212 reserves the right to levy additional charges or impose conditions on the provision of external food or drink.

12. Insurance and Indemnity

12.1. The Hirer must maintain appropriate insurance policies, including public liability insurance with a minimum cover of £[Amount], sufficient to cover

12.2. The Hirer must provide Studio 212 with copies of valid insurance certificates and proof of payment of premiums upon request.

12.3. The Hirer agrees to indemnify and hold Studio 212 harmless from and against all liabilities, costs, expenses, damages, and losses (including legal costs) arising from:

13. Termination

13.1. Either party may terminate this Agreement with immediate effect by providing written notice to the other party in the following circumstances:

13.2. Studio 212 may terminate the Agreement if the Hirer fails to comply with safety, security, or operational guidelines for the venue, or if the Hirer’s use of the venue risks causing harm to the venue, its staff, or third parties.

13.3. Studio 212 also reserves the right to terminate if it becomes aware of any illegal or unethical activities associated with the Hirer or the event.

14. Effect of Termination

14.1. Termination of this Agreement shall not affect any accrued rights, remedies, obligations, or liabilities of either party as of the termination date.

14.2. If the Agreement is terminated due to the Hirer’s breach, the Hirer remains liable for all Charges incurred up to the date of termination and any additional costs or losses suffered by Studio 212 as a direct result of the termination.

Studio 212 may retain any deposit or payments already made by the Hirer and claim additional compensation if the deposit does not cover its losses.

14.3. The Hirer must immediately return any property, equipment, or materials belonging to Studio 212. Failure to do so will incur additional charges or legal action.

14.4. If termination occurs close to the Event date due to the Hirer’s breach, Studio 212 shall not be obligated to reschedule or refund any amounts paid. The Hirer agrees that Studio 212 may prioritise other clients and bookings without liability.

14.5. Where termination occurs due to a Force Majeure Event (as defined in Clause 19), Studio 212’s liability is strictly limited to any refundable portion of the Charges not already incurred or committed to the event delivery.

14.6. Studio 212 may, at its sole discretion, offer limited support or advice to the Hirer post-termination, subject to an additional fee.

15. Force Majeure

15.1. Studio 212 shall not be held liable for any delay or failure to perform its obligations under this Agreement due to events beyond its reasonable control ("Force Majeure Event"), including but not limited to acts of God, natural disasters, war, riots, pandemics, governmental restrictions, strikes, power outages, or equipment failure.

15.2. In the event of a Force Majeure Event, Studio 212 shall be entitled to a reasonable extension of time to fulfil its obligations, at its sole discretion, without incurring any liability to the Hirer.

15.3. If a Force Majeure Event renders Studio 212 unable to perform its obligations for more than 30 days, Studio 212 may, at its discretion, suspend the services or terminate the Agreement by providing 14 days’ written notice.

15.4. In such cases, Studio 212 shall not be liable to the Hirer for any losses, including refunds of deposits or payments made, unless explicitly agreed in writing.

15.5. Studio 212 will use reasonable efforts to mitigate the impact of the Force Majeure Event; however, the Hirer acknowledges that Studio 212’s primary obligations may be delayed or altered as a result.

16. Entire Agreement

16.1. This Agreement constitutes the entire agreement between the parties, replacing and superseding all prior discussions, agreements, representations, or understandings, whether written or oral, relating to its subject matter.

16.2. The Hirer confirms that they have not relied on any representation, statement, or warranty (whether made negligently or innocently) not expressly set out in this Agreement. Studio 212 shall not be liable for any misrepresentation unless expressly stated herein.

16.3. In case of any ambiguity or conflict between the terms of this Agreement and the Hirer’s own terms and conditions, the terms of this Agreement shall take precedence.

17. Variation

17.1 No variation, amendment, or waiver to this Agreement shall be valid unless agreed in writing and signed by an authorised representative of Studio 212. Verbal agreements or email correspondence will not be sufficient to modify or override the terms herein.

18. Waiver

18.1. Any failure by Studio 212 to enforce any provision of this Agreement shall not be construed as a waiver of its rights to enforce that or any other provision in the future.

18.2. Any delay by Studio 212 in exercising its rights or remedies under this Agreement does not constitute a waiver or prevent the exercise of those rights at a later date.

18.3. The Hirer may not rely on Studio 212’s silence or failure to act as an indication of waiver or approval of any deviation from the terms of this Agreement.

19. Severance

19.1. If any provision of this Agreement is found to be invalid, illegal, or unenforceable, Studio 212 may modify or replace the provision to achieve, as far as possible, the intended effect of the original provision.

19.2. If modification is not possible, the offending provision shall be deemed deleted, and the remainder of the Agreement shall remain fully enforceable and binding.

19.3. The Hirer agrees that any modification or severance will not reduce the protections or entitlements provided to Studio 212 under this Agreement.

20. Notices

20.1. Notices must be in writing and sent via one of the following methods:

20.2. Notices shall be deemed received:

20.3. All notices to Studio 212 must be sent to the attention of its legal or administrative team at the addresses specified in the Agreement.

21. Third-Party Rights

21.1. No third party shall have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement, except where Studio 212 explicitly agrees in writing. This Agreement is intended solely for the benefit of the parties named herein.

22. Governing Law and Jurisdiction

22.1. This Agreement shall be governed by and construed in accordance with the laws of England and Wales.

22.2. The parties irrevocably submit to the exclusive jurisdiction of the courts of England and Wales.