LEGALS

Website Privacy Policy

Initium values your privacy and is dedicated to safeguarding your personal data. This privacy notice explains how we handle your personal data when you visit our website (regardless of your location) and outlines your privacy rights along with the protections afforded to you by law.

Important Information and Who We Are

Purpose of This Privacy Notice

This privacy notice is designed to provide you with details about how Initium gathers and processes your personal data through your interaction with this website, including any data you may submit when registering with us, subscribing to our newsletter, or utilising our products and services.

This website is not intended for minors and we do not knowingly gather data pertaining to children.

It is essential that you review this privacy notice alongside any other privacy notice or fair processing notice we may present on specific occasions when we are gathering or processing personal data about you, so that you are fully informed of how and why we are utilising your data. This privacy notice supplements the other notices and is not intended to supersede them.

Data Controller

Initium is the controller and responsible for your personal data (collectively referred to as "Initium", "we", "us" or "our" in this privacy notice).

We have designated a Data Protection Manager who oversees matters relating to this privacy notice. If you have any questions about this privacy notice, including any requests to exercise your legal rights, please reach out to the Data Protection Manager using the contact information provided on our website.

Third-Party Links

This website may contain links to third-party websites, plug-ins and applications. Clicking on those links or enabling those connections may permit third parties to gather or share data about you. We do not control these third-party websites and are not responsible for their privacy statements. When you leave our website, we encourage you to review the privacy notice of every website you visit.

The Data We Gather About You

Personal data, or personal information, means any information about an individual from which that person can be identified. It does not include data where the identity has been removed (anonymous data).

We may gather, use, store and transfer different categories of personal data about you, grouped as follows:

  • Identity Data — first name, last name, title.
  • Contact Data — billing address, email address and telephone numbers.
  • Financial Data — bank account and payment card details.
  • Transaction Data — details about payments to and from you and other details of products and services you have purchased from us.
  • Technical Data — internet protocol (IP) address, browser type and version, time zone setting and location, browser plug-in types and versions, operating system and platform and other technology on the devices you use to access this website.
  • Profile Data — your interests and preferences.
  • Usage Data — information about how you use our website, products and services.
  • Marketing and Communications Data — your preferences in receiving marketing from us and our third parties and your communication preferences.

We also gather, use and share Aggregated Data such as statistical or demographic data for various purposes. Aggregated Data may be derived from your personal data but is not considered personal data in law as this data does not directly or indirectly reveal your identity. However, if we combine or connect Aggregated Data with your personal data so that it can directly or indirectly identify you, we treat the combined data as personal data which will be handled in accordance with this privacy notice.

We do not gather any Special Categories of Personal Data about you (this includes details about your race or ethnicity, religious or philosophical beliefs, sex life, sexual orientation, political opinions, trade union membership, information about your health and genetic and biometric data). Nor do we gather any information about criminal convictions and offences.

If You Fail to Provide Personal Data

Where we need to gather personal data by law, or under the terms of a contract we have with you and you fail to provide that data when requested, we may not be able to perform the contract we have or are trying to enter into with you. In this case, we may have to cancel a product or service you have with us but we will notify you if this is the case at the time.

How Is Your Personal Data Gathered?

We use different methods to gather data from and about you including through:

  • Direct interactions. You may give us your Identity, Contact and Financial Data by filling in forms or by corresponding with us by post, phone, email or otherwise.
  • Automated technologies or interactions. As you interact with our website, we may automatically gather Technical Data about your equipment, browsing actions and patterns. We gather this personal data by using cookies, server logs and other similar technologies.
  • Third parties or publicly available sources. We may receive personal data about you from various third parties and public sources, including Technical Data from analytics providers, Contact and Financial Data from payment and delivery service providers, and Identity and Contact Data from publicly available sources.

How We Use Your Personal Data

We will only use your personal data when the law permits us to do so. Most commonly, we will use your personal data in the following circumstances:

  • Where we need to perform the contract we are about to enter into or have entered into with you.
  • Where it is necessary for our legitimate interests (or those of a third party) and your interests and fundamental rights do not override those interests.
  • Where we need to comply with a legal or regulatory obligation.

Generally, we do not rely on consent as a legal basis for processing your personal data other than in relation to sending third party direct marketing communications to you via email or text message. You have the right to withdraw consent to marketing at any time by contacting us.

Marketing

We may use your Identity, Contact, Technical, Usage and Profile Data to determine what we think you may want or need, or what may be of interest to you. You will receive marketing communications from us if you have requested information from us or purchased goods or services from us and have not opted out of receiving that marketing.

We will obtain your express opt-in consent before we share your personal data with any company outside the Initium group for marketing purposes. You can ask us or third parties to stop sending you marketing messages at any time by contacting us.

Cookies

You can set your browser to refuse all or some browser cookies, or to alert you when websites set or access cookies. If you disable or refuse cookies, please note that some parts of this website may become inaccessible or not function properly.

Disclosures of Your Personal Data

We may have to share your personal data with internal and external third parties, or third parties to whom we may choose to sell, transfer, or merge parts of our business or our assets. We require all third parties to respect the security of your personal data and to treat it in accordance with the law.

International Transfers

Some of our external third parties are based outside the European Economic Area (EEA), so their processing of your personal data will involve a transfer of data outside the EEA. Whenever we transfer your personal data out of the EEA, we ensure a similar degree of protection is afforded to it by implementing appropriate safeguards, including transfers to countries with adequate levels of protection, use of specific approved contracts, or compliance with relevant data transfer frameworks.

Data Security

We have put in place appropriate security measures to prevent your personal data from being accidentally lost, used or accessed in an unauthorised way, altered or disclosed. In addition, we limit access to your personal data to those employees, agents, contractors and other third parties who have a business need to know. They will only process your personal data on our instructions and they are subject to a duty of confidentiality.

Data Retention

We will only retain your personal data for as long as necessary to fulfil the purposes we gathered it for, including for the purposes of satisfying any legal, accounting, or reporting requirements. To determine the appropriate retention period, we consider the amount, nature, and sensitivity of the personal data, the potential risk of harm from unauthorised use or disclosure, the purposes for which we process your data and whether we can achieve those purposes through other means, and the applicable legal requirements.

In some circumstances you can ask us to delete your data. In some circumstances we may anonymise your personal data for research or statistical purposes, in which case we may use this information indefinitely without further notice to you.

Your Legal Rights

Under certain circumstances, you have rights under data protection laws in relation to your personal data, including:

  • Request access to your personal data (commonly known as a "data subject access request").
  • Request correction of incomplete or inaccurate data we hold about you.
  • Request erasure of your personal data where there is no good reason for us continuing to process it.
  • Object to processing of your personal data where we are relying on a legitimate interest.
  • Request restriction of processing your personal data.
  • Request transfer of your personal data to you or a third party in a structured, commonly used, machine-readable format.
  • Right to withdraw consent where we are relying on consent to process your personal data.

You will not have to pay a fee to access your personal data or exercise any of the other rights. However, we may charge a reasonable fee if your request is clearly unfounded, repetitive or excessive. We try to respond to all legitimate requests within one month.

Cookie Policy

Initium does not use cookies to gather personally identifiable information about you. However, you can restrict or block the cookies that are set by our website, or any other website, through your browser settings.

Strictly Necessary Cookies

We define "Strictly Necessary" cookies as cookies that let you navigate the website and use essential features like secure areas and online billing. These cookies don't gather any information about you that could be used for marketing or remembering where you've been on the internet. We use these cookies to:

  • Remember things like information you've entered on contact forms when you navigate to different pages in a single web browser session.
  • Identify you as being logged in to the website.
  • Show you location-specific content.

Accepting these cookies is a condition of using the website and so if you prevent these cookies we cannot guarantee your security or predict how our website will perform during your visit.

Analytics

Initium uses analytics services to evaluate site usage. Analytics cookies are set in order to assess your use of the site. The information gathered by the cookie may be stored on servers in various locations. The analytics provider will not associate your IP address with any other data it holds.

General

Initium operates as a talent booking agency, connecting brands and venues with outstanding talent worldwide. Our Talent Roster page is structured to help you efficiently find the ideal person for your requirements.

Initium does not serve as the exclusive manager or representative of every talent featured on this Website. Nothing here is meant to suggest that any Talent has an exclusive arrangement with the Company or cannot be reached through alternative channels. The term "Agent" used on talent profile pages refers to a specific Initium team member who assists in managing client enquiries.

Your access to and use of this website (the "Site") is governed by Initium under the following terms and conditions (the "Terms of Use"). Please review them carefully. Using the Site confirms that you have read, understood and accepted these Terms of Use, effective from the date of your first visit.

We may update these terms at any time by publishing revisions online. It is your responsibility to check for updates regularly. Continuing to use the Site following any posted modifications constitutes acceptance of the revised agreement. Should you disagree with any changes, please discontinue use of the Site.

Intellectual Property & Content Ownership

All rights, including copyright, over the content presented on the Site belong to or are controlled by Initium. Unless expressly stated otherwise herein, you may not copy, broadcast, download, store, transmit, publicly display, adapt or alter any Site content without prior written authorisation from Initium.

Content may only be reproduced, downloaded or transmitted for personal, non-commercial domestic use, on the condition that you do not remove or modify any author attribution, trademark notice or copyright legend. All other uses require our express prior written consent. Downloading materials does not transfer any ownership of intellectual property to you.

You agree not to adapt, alter or create derivative works from Site content, nor to exploit it for commercial gain without written consent from both Initium and any other entity with an interest in the relevant intellectual property.

Trademarks

The names, images and logos identifying Initium or third parties and their products and services are proprietary marks. All rights are reserved. Nothing contained herein shall be construed as granting any licence or right under any trademark or patent. You may not use any trademarks displayed on the Site without our prior written permission.

Acceptable Use

You agree to use the Site solely for lawful purposes and in a way that does not infringe upon the rights of others or restrict their use and enjoyment of the Site. Prohibited behaviour includes, without limitation, unlawful conduct, harassment, transmission of offensive content, or disruption of the normal flow of communication on the Site.

The Site, together with all information, names, images, logos and icons relating to Initium and its products or services, is provided on an "AS IS" and "AS AVAILABLE" basis without any representation, endorsement or warranty of any kind, whether express or implied, including but not limited to warranties of satisfactory quality, fitness for a particular purpose, non-infringement, compatibility, security and accuracy.

While Initium takes reasonable steps to ensure the quality of content published on the Site, neither we nor our officers, employees, contractors or content providers accept responsibility for the accuracy, correctness, relevance, completeness or currency of any information displayed.

Limitation of Liability

To the fullest extent permitted by applicable law, you acknowledge that we shall not be liable to you or any third party for consequential or incidental damages (including, without limitation, loss of revenue, profits, anticipated savings, wasted expenditure, loss of privacy or data) or any other indirect, special or punitive damages arising from or connected to the Site.

Initium does not warrant that Site functions will be uninterrupted or error-free, that defects will be corrected, or that the Site or its hosting server are free of viruses, bugs or other harmful components. You should take appropriate precautions to ensure any content you download is free of such threats.

Third-Party Links

These Terms of Use apply exclusively to the Site and not to any third-party websites to which the Site may link. We bear no responsibility for any external sites, including their information, content, views, advice, advertising or recommendations.

Under no circumstances will Initium or its officers, employees, contractors or content providers be liable for any loss or damage resulting from your access to, use of, or connection with any website linked to or referenced on the Site. Links do not imply endorsement, affiliation, or legal authorisation to use any trademark, trade name, logo or copyright symbol.

User Contributions

We do not routinely monitor the content posted by users and consequently cannot guarantee the integrity, accuracy or quality of such contributions. You acknowledge that you may encounter content that is objectionable or offensive.

Where the Site permits you to submit contributions, you must: (i) ensure nothing in your contribution is or might be regarded as harassing, threatening, abusive, defamatory, racist or otherwise unlawful; (ii) agree that your contribution may be removed or edited at any time without notice; (iii) agree that Initium may publish your contribution worldwide and that it may be accessed and downloaded by others; and (iv) waive all moral rights (or similar rights) in relation to your contributions.

By submitting any materials, you grant Initium and its licensors an irrevocable, unconditional, perpetual, royalty-free, worldwide licence to use such materials in any manner we determine, including copying, distributing, broadcasting, transmitting, adapting and editing.

Prohibited Conduct

When accessing the Site, you agree not to:

  1. Upload files containing software or material you do not own or hold a licence for;
  2. Interfere with, disrupt access to, or damage the Site or do anything that may restrict its operation;
  3. Threaten, stalk, harass, abuse others or gather and store personal data about them;
  4. Use the Site to damage another person's computer or to transmit viruses, trojan horses, worms or other harmful software;
  5. Post or upload material that is defamatory, offensive, libellous, racist, indecent or obscene;
  6. Make any commercial use of the Site or resell any part or aspect of it;
  7. Use the Site in a way that infringes any person's or company's rights, including copyright and confidentiality;
  8. Create a false identity to mislead others about the origin of a message or post;
  9. Transmit unauthorised advertising, chain letters, spam or any form of unsolicited solicitation;
  10. Use the Site for any unlawful purpose.

Indemnification

You agree to fully indemnify us against all losses, liabilities, costs and expenses (including legal fees) reasonably incurred by us arising from or in connection with: (i) any third-party claim that your use of the Site is defamatory, offensive, abusive, obscene, illegal or constitutes a breach of any applicable law; (ii) any third-party claim that your use infringes intellectual property rights; and (iii) any fines or penalties imposed by any regulatory or advertising body in connection with your use.

You further undertake that if you have any right, claim or action against another user arising from use of the Site, you shall pursue such claim independently of, and without recourse to, Initium.

Termination of Access

We reserve the right to immediately terminate your access to the Site if you breach, or we have reasonable grounds to believe you are likely to breach, these Terms of Use or otherwise engage in conduct which we determine to be unacceptable.

Advertising & Sponsorship

Portions of the Site may feature advertising and sponsorship content. Advertisers and sponsors are solely responsible for ensuring that their submitted material complies with all relevant laws, codes and regulations. We disclaim to the fullest extent permitted by law any liability for errors or inaccuracies in advertising or sponsorship material.

Purchasing Terms & Conditions

Please review these Terms and Conditions with care before proceeding. By ordering any of our products or services you accept and agree to be bound by them. You should retain a copy of these terms for your records.

When you submit an order, you are deemed to have reviewed and accepted our Terms and Conditions. We will send you an email acknowledging our acceptance of the order — a contract is formed between us and you only upon your receipt of that confirmation.

By submitting an enquiry or placing an order through our Site, you represent that you possess the legal capacity to enter into binding agreements and are at least 18 years of age. Every Artist listed on our Site is offered subject to their availability.

1. Services

1.1 CUSTOMER appoints Initium to carry out the negotiation of terms and booking of the Artist for the Engagement, and Initium agrees to act in that capacity subject to this Agreement (the "Services"). CUSTOMER authorises Initium to conclude binding arrangements with Artist on CUSTOMER's behalf. At either Initium's or Artist's election, Initium may require that agreements with Artists or their agencies be entered into directly between CUSTOMER and the relevant party.

1.2 CUSTOMER understands and acknowledges that Initium acts on the Artist's behalf in the capacity of an employment agency and not as an employment business. Initium will negotiate and agree with CUSTOMER the terms governing the Artist's performance at the Engagement and is authorised to sign relevant agreements on the Artist's behalf.

1.3 To the maximum extent permissible, the parties hereby opt out of any employment agency and employment business regulations in all respects.

1.4 Initium acts for the Artist as Agent and not as Principal. Accordingly, Initium shall bear no liability to CUSTOMER for any breach by, or failure of, the Artist to observe or perform any term or condition of the Engagement.

2. Rights and Duties of Customer

2.1 CUSTOMER warrants that the signatory to this Agreement is over the age of eighteen (18).

2.2 The person executing this Agreement on CUSTOMER's behalf warrants their authority to do so and hereby personally assumes joint and several liability with CUSTOMER for payment of any Fee(s) or sums due.

2.3 During the Term, CUSTOMER shall: (i) act diligently and in good faith toward Initium; (ii) conduct itself in a professional manner at all times; (iii) furnish Initium with any documents, materials or details of Intellectual Property Rights as reasonably required, and grant Initium a licence to use CUSTOMER's Intellectual Property Rights during the Term (including the right to grant sub-licences); (iv) pay any reasonable pre-agreed expenses incurred by Initium on CUSTOMER's behalf within ten (10) days of request; (v) notify Initium of material circumstances that may affect this Agreement; (vi) inform Initium in writing of any anticipated issues concerning the Engagement; (vii) provide Initium with information reasonably necessary to fulfil its obligations; (viii) maintain the privacy and confidentiality of all information and provisions relating to this Agreement, its commercial terms, and all confidential or sensitive information regarding Artists and Initium; (ix) refrain from any act that would damage the reputation of Initium or any Artist.

3. Rights and Duties of Initium

3.1 During the Term, Initium shall: (i) act diligently and in good faith toward CUSTOMER; (ii) conduct itself in a professional manner at all times; (iii) deliver the Services in accordance with the terms hereof; (iv) follow CUSTOMER's reasonable written instructions in relation to the Engagement; (v) supply CUSTOMER with documents or materials as reasonably required; (vi) advise CUSTOMER of material circumstances that may affect this Agreement; (vii) make clear when dealing with third parties that it acts for CUSTOMER only as provided herein; (viii) avoid conflicts of interest with CUSTOMER; (ix) perform its duties as it sees fit within the terms of this Agreement; (x) comply with applicable laws and regulations, maintaining all necessary licences and approvals; (xi) refrain from acts that would damage the reputation of CUSTOMER or any Artist; (xii) deploy sufficient competent and qualified personnel to fulfil its obligations.

4. Booking Process

4.1 CUSTOMER shall supply all necessary and relevant information about the proposed Engagement. Initium shall notify CUSTOMER within a reasonable period whether the Artist accepts or declines.

4.2 Upon receipt of an acceptance from the Artist (subject to contract), Initium shall relay the acceptance within two (2) Business Days.

4.3 Initium shall issue invoices for the Fee and any expenses once this Agreement has been executed by both parties.

4.4 CUSTOMER shall promptly remit to Initium any Fee or other sum payable in connection with the Engagement, in accordance with the Payment Terms, quoting Initium's relevant invoice number as reference. Time is of the essence for all payments. Failure to comply with the Payment Terms constitutes a material breach and shall result in the Engagement being cancelled and the contract terminated with immediate effect.

5. Artist Billing & Intellectual Property Rights

5.1 CUSTOMER warrants that it will provide the Artist with billing as specified in the Agreement or the applicable performance agreement, without alteration, amendment or addition unless expressly agreed in writing with Initium (with Artist's written agreement).

5.2 All advertising, publicity, promotional materials and artwork produced by CUSTOMER (or any party connected to CUSTOMER) in relation to the Engagement must receive Initium's prior written approval before being made available to the public. Such approval shall not be unreasonably withheld.

5.3 CUSTOMER agrees that no other act may appear in such materials without Initium's prior written approval (with Artist's agreement).

5.4 CUSTOMER shall not use the Artist's Intellectual Property Rights, name, likeness, biography or performance in any manner not contemplated by this Agreement, nor in a way that implies endorsement of any third party, without Initium's prior written consent (with Artist's written agreement). Any consent request must be answered within five (5) working days; where no response is provided, consent shall be deemed denied.

6. Travel, Accommodation & Rider

6.1 CUSTOMER agrees to cover all Travel and Accommodation costs specified for the Engagement, payable in addition to the Fee unless otherwise stated. Initium shall have the first option to arrange Travel and Accommodation on CUSTOMER's behalf and may amend bookings to accommodate the Artist's needs. Otherwise, CUSTOMER shall arrange tickets, subject to Initium's prior written approval. All costs shall be paid promptly on Initium's request; time is of the essence.

6.2 CUSTOMER shall arrange and pay for all internal transport for the Artist's equipment from the point of arrival in the country to the hotel, between hotel(s) and venue(s), and to the point of departure from the country throughout the Engagement.

6.3 CUSTOMER shall ensure that for the Engagement all necessary equipment and services are provided and all rider requirements — including the Hospitality Rider & Catering, Technical Rider and Other Artist Requirements — are strictly observed. Failure to fulfil this obligation shall constitute a material breach, entitling the Artist to cancel the Engagement without liability to Initium or Artist. CUSTOMER shall provide and pay for a first-class public address (PA) system and first-class stage lighting in accordance with any Artist Technical Rider, with written confirmation no later than fourteen (14) days before the Performance Date(s). Any sound-mixing engineers provided must be English-speaking.

6.4 CUSTOMER will discuss with Initium and agree upon any of Artist's reasonable requests for specific stage décor, props, backdrop or equivalent.

6.5 CUSTOMER agrees to provide a full and detailed itinerary for travel to and performance at the Engagement, delivered to Initium no later than twenty-one (21) days prior to the Performance Date(s).

7. Artist Access to Venue

7.1 CUSTOMER shall arrange for Artist to conduct a sound check or rehearsal at the Venue prior to the Engagement on the same day, or as otherwise specified by Initium, Artist, or the applicable performance agreement or Rider.

7.2 CUSTOMER shall ensure the Artist has Venue Access as agreed, and that where specified the public shall be admitted no earlier than provided. Artist will perform on the Performance Date(s) for the Performance Duration unless otherwise agreed.

7.3 Subject to Initium's written request, the Artist shall have the sole and exclusive right (but not the obligation) to sell merchandise, souvenir items, programmes and recordings at the Venue. All receipts shall belong exclusively to the Artist. CUSTOMER will ensure suitable space is available at the Venue for merchandising.

7.4 In connection with any Artist performance, CUSTOMER shall provide Initium with a mutually agreed number of general admission and VIP tickets. Artist's complimentary tickets and guest list shall be as stated in the applicable performance agreement or Rider.

8. Recording Engagements

8.1 CUSTOMER shall ensure that no audio or visual recording of any kind is made of the Artist's performance unless otherwise agreed in writing with Initium (with Artist's written approval). For clarity, provided no audience member enters the venue with professional recording equipment, the use of mobile phones for personal recording by audience members shall not constitute a breach.

8.2 Initium and Artist shall be entitled (at their own cost) to record the Engagement by any means, and CUSTOMER shall cooperate with and facilitate such recording upon request. The recording party shall own all rights, including all Intellectual Property Rights, in any such recordings and may use them without restriction.

9. Booking and Rebooking Artists

9.1 CUSTOMER warrants that any subsequent rebooking of the Artist within one (1) year following the date of the Engagement shall be arranged through Initium. This condition also applies to any other venues owned or operated by CUSTOMER.

9.2 CUSTOMER shall direct any third parties who approach it regarding the Artist to negotiate exclusively with Initium during the Term and for one (1) year after Termination, concerning any prospective engagements or commercial opportunities.

10. Insurance

10.1 Subject to any additional requirements in the applicable performance agreement or Rider, CUSTOMER warrants that it will obtain and maintain comprehensive insurance for the Engagement, including full accident insurance, employer's liability insurance, and public liability insurance to a suitable minimum per occurrence, indemnifying and holding harmless Initium, the Artist and the Artist's travelling party against claims arising from death, personal injury or property damage during or in connection with any performance under this Agreement.

10.2 The insurance policy shall name the Artist, each member of Artist, and their respective agents, employees, directors, officers, principals, representatives and shareholders as additional insureds. CUSTOMER shall also maintain workers' compensation insurance (or equivalent) covering all personnel under CUSTOMER's control involved in the Engagement, and hired and non-owned motor vehicle insurance. Certificates of insurance showing such coverage shall be supplied to Initium and/or Artist at least ten (10) Business Days before the Performance Date(s).

10.3 If CUSTOMER does not provide the required certificates by the stated deadline, Initium and Artist may, at their sole discretion, terminate this Agreement in respect of the Engagement without liability to CUSTOMER. If Artist nonetheless elects to perform, CUSTOMER shall remain fully responsible for any incidents that would otherwise be covered by the required insurance and shall fully indemnify Initium and Artist.

10.4 The insurance policies shall require the insurance company to provide each Artist with at least ten (10) days' prior written notice of any revision, modification or cancellation. Any proposed change must be submitted to Initium and each Artist for written approval before taking effect.

11. Documents & Requirements

11.1 CUSTOMER will supply Initium with documentation as required to confirm the identity of the signatory and/or CUSTOMER.

11.2 CUSTOMER warrants that (at its own cost) it will be responsible for obtaining and maintaining all work permits, visas and other documents necessary or required by law for the Engagement, providing copies to Initium on request.

11.3 CUSTOMER warrants compliance with all regulations and requirements of any national or local union(s) having jurisdiction over materials, facilities, services, personnel or other items provided for the Engagement.

11.4 CUSTOMER warrants that the Venue fully complies with all health, safety and security regulations in force at the time of the Engagement and is properly licensed in all respects. CUSTOMER shall disclose any risk to the Artist's health or safety and the steps taken to prevent or control such risk, including supplying a risk assessment of the Venue and working conditions.

11.5 CUSTOMER warrants that adequate arrangements will be made to ensure each Artist's personal security during the Engagement.

11.6 CUSTOMER warrants compliance with any reasonable additional administrative requests to supply documents required by Initium to facilitate the Artist's performance.

12. Promotion of Engagements

12.1 CUSTOMER (at its own expense) shall be responsible for the promotion and publicity of the Engagement, including any royalties due or fines arising from incorrect promotion, publicity, flyering or postering. Neither Initium nor any Artist will be obliged to provide promotion or publicity or bear any expense in connection with it.

12.2 CUSTOMER may advertise the Engagement on its social media channels and/or website as appropriate, ensuring that both the Artist and Initium are tagged using the relevant handles and hashtags.

13. Confidential Information

13.1 CUSTOMER and Initium acknowledge that by entering into this Agreement and in consequence of the Engagement they may receive information not generally available to the public ("Confidential Information"). Each party undertakes not to use Confidential Information or disclose it to any third party without prior written consent from the party to whom it relates. Each party acknowledges that disclosure or threatened disclosure of Confidential Information may cause irreparable harm, and the injured party shall be entitled to seek injunctive relief to prevent such disclosure.

14. Fees & Payment

14.1 In consideration for Initium performing the Services, CUSTOMER agrees to pay the Fee as specified for the Engagement: (i) during the Term; and (ii) after the Term, where the Engagement was contracted during the Term. The Fee shall include an agency commission payable to Initium, and Initium will provide an invoice for the Fee together with any expenses properly incurred on CUSTOMER's behalf or in connection with the Artist's performance.

14.2 All Fees due under this Agreement include any applicable taxes. Artists shall at all times remain responsible for their own tax obligations. CUSTOMER shall not withhold any payment in respect of taxes.

14.3 If the Fee or any other sum due under this Agreement is not paid on time, interest shall accrue from the due date until payment (whether before or after judgment) at 8% per annum above the applicable central bank base interest rate from time to time.

15. Cancellations

Generally

15.1 It is a condition of this Agreement that CUSTOMER arranges, at its own cost, cancellation insurance to cover any losses arising from non-appearance of the Artist due to cancellation by any party, a Force Majeure event, or any other circumstance beyond reasonable control, and to ensure Initium is properly paid all sums due under this Agreement in any event.

By Customer

15.2 In the event of cancellation by CUSTOMER, one hundred percent (100%) of the Fee shall be payable to Initium.

15.3 CUSTOMER shall be deemed to have notified cancellation if it commits a breach and fails to cure such breach as provided herein. In such circumstances any Artist shall (without prejudice to other remedies) be entitled to withdraw its services, the balance of Fee(s) due shall become payable immediately, and all monies already paid shall be retained by Initium and Artist as applicable.

15.4 Upon cancellation, CUSTOMER warrants that it will remain responsible for and will pay within two (2) business days of written demand all non-refundable expenses, Travel and Accommodation costs, and other such costs associated with transportation, accommodation and expense reimbursements for the Artist and entourage.

By Initium / Artist

15.5 Initium and/or the Artist may (including in Force Majeure circumstances) cancel the Engagement without liability by providing at least thirty (30) days' notice prior to the Performance Date(s).

15.6 Where Initium or the Artist cancels (save in case of CUSTOMER breach), Initium shall use reasonable efforts to reschedule the Engagement or, if not possible, refund any applicable Fee less non-refundable expenses incurred by Artist and/or Initium.

15.7 Initium shall have no liability to CUSTOMER for any cancellation, breach, default, act or omission of the Artist in respect of the Engagement.

16. Force Majeure

16.1 "Force Majeure" means an event or sequence of events beyond a party's reasonable control that prevents or delays the performance of its obligations. The following are non-exhaustive examples: sickness or illness (evidenced by medical certificate), disability, injury or death of Artist, Artist's family or band member(s); an accident at the Venue; act of god; civil unrest; terrorism; strike; epidemic; major disruption of transportation services; war conditions; emergencies; severe weather rendering the Engagement impossible, impracticable or unsafe.

16.2 For the avoidance of doubt, in the event of cancellation due to a Force Majeure event and whether or not the Artist is ready, willing and able to perform, CUSTOMER shall remain liable for the Fee and all pre-agreed expenses, transportation, accommodation, expense reimbursements and any other payments or compensation.

16.3 General inclement weather shall not of itself constitute a Force Majeure event, and CUSTOMER shall remain liable for the Fee plus all other expenses. Initium and Artist shall have the sole right to determine in good faith whether weather conditions qualify as a Force Majeure event.

16.4 In the event of a Force Majeure preventing or delaying the Engagement, Initium may suspend its obligations, which may include cancelling the Engagement. Initium and Artist shall have no liability to CUSTOMER and such events shall not relieve CUSTOMER of its obligation to pay the Fee. Notwithstanding, Initium shall consult with the Artist about performing a rescheduled engagement at the same or another venue on equivalent terms, taking into account any pre-paid sums. Any lost costs due to a Force Majeure event shall be CUSTOMER's responsibility.

16.5 In the event of a Force Majeure affecting the Artist's ability to perform, CUSTOMER shall use best endeavours to minimise the effects of the event to the fullest extent possible.

16.6 CUSTOMER warrants that it shall indemnify and hold harmless Initium and any Artist against all liabilities and losses for any Force Majeure event that prevents or delays the Artist from performing.

17. Liability and Relief

17.1 In the event of an alleged material breach, the breaching party shall have ten (10) Business Days from the date of written notice to cure the breach. If the breach remains uncured after that period, the non-breaching party may terminate the Agreement with immediate effect by written notice. The breaching party shall remain liable for all costs and expenses arising from such breach.

17.2 The maximum damages CUSTOMER may seek shall be limited to necessary out-of-pocket expenses directly incurred in relation to the Engagement.

17.3 Under no circumstances will Initium or any Artist be liable for any indirect, incidental, special, consequential or punitive damages, including loss of revenue or loss of profits.

17.4 CUSTOMER will indemnify and hold harmless Initium and any Artist in respect of any loss, damages, costs or third-party claims arising from CUSTOMER's breach of this Agreement.

17.5 Initium shall have no liability for any act or omission of CUSTOMER, third parties, or in the case of a Force Majeure event.

18. Termination

18.1 Either party may terminate this Agreement if: (i) the other commits an irremediable material breach; (ii) a material breach is not remedied within thirty (30) days of notice (five (5) days where the breach relates to payment); (iii) payment is overdue by more than five (5) days; or (iv) any necessary consent or licence is revoked.

18.2 Initium may further terminate if CUSTOMER brings Initium or Artist into serious disrepute, or is convicted of an offence involving negligence, fraud or dishonesty.

18.3 On termination, all outstanding sums shall be paid within thirty (30) days. Termination shall not affect any accrued rights and liabilities.

19. Dispute Resolution

19.1 If any dispute arises, the parties shall use reasonable endeavours to resolve it amicably. If the dispute is not settled within twenty-eight (28) days, the parties shall refer the matter to mediation.

19.2 Until the parties have completed these steps without reaching resolution, neither party shall commence formal legal proceedings or arbitration.

20. Notices

20.1 Any notice given under this Agreement shall be in writing and in English. Notices may be delivered by email.

21. General Terms

21.1 "Business Day" means a day other than a Saturday, Sunday or public or bank holiday. "Intellectual Property Rights" means copyright, patents, know-how, trade secrets, trademarks, trade names, design rights, image rights, database rights, domain names and all similar rights.

21.2 This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements, arrangements and understandings. Each party acknowledges that it has not entered into this Agreement in reliance on any representation or warranty not expressly set out herein.

21.3 No variation of this Agreement shall be valid unless set out in writing and signed by both parties. CUSTOMER may not assign or subcontract any right or obligation under this Agreement without Initium's prior written consent.

21.4 The parties are independent businesses and nothing in this Agreement creates a partnership, joint venture or employment relationship. If any provision is or becomes illegal, invalid or unenforceable, the validity of the remaining provisions shall not be affected.

21.5 This Agreement shall be governed by, and construed exclusively in accordance with, the laws of England and Wales. The parties irrevocably submit to the exclusive jurisdiction of the courts of England and Wales.

22. Execution

22.1 This Agreement shall not take effect until executed by both parties. Notwithstanding the foregoing, if CUSTOMER has by its actions demonstrated an intention to be bound (including through payment of a deposit), a binding contract shall be deemed to exist regardless of whether a signed copy has been returned.

Waiver

Should we, at any point during the life of a contract, not demand strict adherence to any obligation you hold under this agreement or these terms and conditions, or should we not exercise any right or remedy available to us hereunder, such forbearance shall not amount to a waiver of those rights or remedies and shall not release you from your duty to comply with such obligations.

Our decision to waive any particular default shall not extend to any subsequent default. No waiver of any provision within these terms and conditions shall be valid unless expressly declared as a waiver and delivered to you in writing.

Entire Agreement

These terms and conditions, together with any other notices published on our Site, comprise the complete agreement between you and us. No additional agreements shall be deemed part of the contractual relationship unless set out in writing and executed by a duly authorised representative of Initium.

Governing Law

All contracts between you and us are governed by and shall be construed under English law. Any dispute that arises from or in connection with such contracts shall fall under the exclusive jurisdiction of the courts of England and Wales.