The parties identified above (the "Supplier" and the "Client") agree to the following Terms and Conditions, which shall apply to all current and future quotes (the “Quotes”) and services provided by the Supplier, unless updated Terms and Conditions are issued and accepted.

Each Quote may be accepted in writing via email, and such acceptance shall be deemed binding under these Terms and Conditions, without the need for a separate signature or agreement:

1. Conditions Applicable

1.1. No variation to these conditions (including any special terms and conditions agreed between the parties) shall be binding unless agreed in writing between the Supplier and the Client.

1.2. Any statements or claims made by the Supplier regarding the talent/staff or the services (these could include the skills, qualifications, experience, or capabilities of the staff, as well as the quality and scope of the services to be rendered) shall not be incorporated into this agreement unless confirmed in writing by the Supplier. In entering into the contract, the Client acknowledges that it does not rely on and waives any claim for breach of any such representations which are not so confirmed.

1.3. Any quotation given by the Supplier may be withdrawn at any time prior to acceptance by the Client and in any event shall lapse after 14 days.

1.4. Any alteration to the contract specification required by the Client must be notified to the Supplier promptly in which case the Supplier may accept such alteration (subject to any increase in the Fees to reflect the alteration) at its sole discretion.

1.5. Once accepted by the Client, these Terms and Conditions shall remain in full force and effect for all current and future Quotes and services provided by the Supplier, unless updated Terms and Conditions are communicated to the Client for renewed acceptance.

2. Acknowledgements and Obligations

2.1. Although the Supplier does not guarantee the performance of individual talent/staff members, the Supplier shall exercise reasonable care in the recruitment, selection and management of talent/staff.

In the event of a no-show, cancellation, or material failure by a member of the talent/staff to perform the agreed services, the Supplier shall use reasonable endeavours to provide a suitable replacement within a reasonable timeframe and shall remain responsible for the recruitment and selection process.

2.2. The Supplier agrees that they will source talent/staff on behalf of the Client. The talent/staff will carry out services as detailed on the quote including the scheduled times of the services requested. Any variations in the Client’s requirements must be notified immediately to the Supplier by email and may be subject to additional cost.

2.3. The Supplier will provide the Client with a selection of potential staff profiles that exceeds the required number of staff by up to a third. This will allow the Client to select their preferred options for staffing the event. 

Once the Supplier has furnished a sufficient number of profiles that meet all the specified Client requirements, the Supplier will consider the event to be adequately staffed, regardless of whether the Client chooses to select or decline the presented staff options.

In the event that the Client remains unsatisfied with the profiles initially provided, the Supplier retains the right to impose an additional recruitment fee. This fee would enable the Supplier to initiate a renewed recruitment process, presenting the Client with a wider range of available staff profiles for consideration.

If the Supplier is unable to provide talent/staff that meet the criteria specified by the Client, no deposit, cancellation fee or recruitment fee shall be payable by the Client.

2.4. The Client shall:

2.4.1. Provide the Supplier and the talent/staff with such information as may be necessary in connection with the provision of the services.

2.4.2. Ensure that the location at which the services are to be performed complies with all relevant health and safety requirements. Any required risk assessments must be carried out by the Client.

2.4.3. Make available such facilities as may be reasonably required by the talent/staff and the Supplier.

2.4.4. Direct all requests for information and contact the talent/staff only through the Supplier unless otherwise agreed by the Supplier including requesting the talent/staff to work for them directly.

2.4.5. Make available to the talent/staff water/refreshments as may be reasonably required.

2.4.6. Give breaks to the talent/staff of at least 20 minutes for every 4h shift. Some services may require additional breaks for the welfare and health and safety of the talent/staff.

2.4.7. Should notify the Supplier immediately, during the talent/staff services, if not satisfied that duties are being carried out in accordance with the booking brief provided to the Supplier. The Client must give the Supplier the opportunity to resolve any issues during the period of the event. Should the Client notify the Supplier of any issues only after the conclusion of the event, the Supplier shall not be liable to address said issues or offer any concessions, discounts, or remedies. 

2.4.8. Be responsible for collecting their clothing and equipment at the end of each working day from the talent/staff. The Supplier cannot be held liable should the talent/staff take Client's property home.

2.4.9. Be responsible for ensuring that items required for talent/staff to carry out their duties on behalf of the Client, are available for the start of the talent/staff services. If items are not made available, which prevent the talent/staff from carrying out their duties as detailed in the booking brief, full payment is still required. The Supplier accepts no responsibility for failure of courier companies or postal services not delivering items to the correct location or on time.

2.4.10. Be responsible for obtaining permissions for the talent/staff to carry out the services on behalf of the Client. This includes services such as flyering, data collection and any activity that requires permissions in advance.

2.4.11. Agree to provide all necessary access for the services to be provided such as entrance or parking passes and where not previously agreed will cover the associated cost or parking, and entrance tickets in order for the talent/staff to provide the services.

2.4.12. The Client must detail in full all the services to be carried out by the talent/staff on the booking request. Any change to services must be notified to the Supplier in writing for approval.

2.4.13. The Client is required to promptly communicate any necessity for talent/staff to extend or reduce their service duration while the event is taking place through a direct phone call, text message, or email to the Supplier. This change will need the acceptance of both the Supplier and the talent/staff to become effective. An additional fee will apply for the extended services. In the case of a reduced service duration, the cost will remain invariable unless specifically agreed in writing by the Supplier and the talent/staff.

2.4.14. The Client must not ask the talent/staff to carry out any duties not detailed in the booking request. Any additional duties must be agreed upon in writing by the Supplier and the talent/staff.

2.4.15. The Client is responsible for the talent/staff's safety and welfare at all times. The Client, from the arrival time of the talent/staff, until the end of their booking must be in control of the talent/staff and are therefore their supervisors and have complete responsibility for the duty of care of the talent/staff.

2.4.16. Any manual work requested by the Client must be agreed by the Supplier and the Client understands that their insurance must cover the talent/staff for manual work. This is in addition to the insurance required above. The Client is responsible for any required health and safety training.

2.4.17. For talent/staff working alone and/or the Client is not on site the Client understands that they are still fully responsible for the talent/staff's welfare and are still in a supervisory role.

2.5. The Client shall at all times comply fully with its obligations under the EU General Data Protection Regulation.

2.6. The Client shall not without the consent in writing of a duly authorized representative of the Supplier expose, reveal or make public any information in connection with the business of the Supplier or these terms and conditions. All of which information is to be regarded by the Client as of a strictly confidential nature.

2.7. Unless required to do so in order to conform to legal requirements or comply with legal process the Client shall not (and shall procure that its employees) at any time disclose any of the talent/staff’s personal data to any person or legal entity for any purpose outside the course of the performance of the talent/staff’s obligations under these conditions.

2.8. The Client agrees that for a period of 24 months from the last date of performance of the services all re-engagements of the talent/staff shall be negotiated with the Supplier. If the Client does approach the talent/staff directly in this period the Client will be in breach of contract and the financial remedy below will apply depending on which value is the greater:

2.8.1. The Supplier will invoice the Client (plus VAT if applicable) the same value for the number of engagements the talent/staff was previously engaged through the Supplier, for that Client (or any associated companies), in a 2-year period immediately prior to the breach or;

2.8.2. The Supplier will invoice the Client a fixed amount of €2,000.00 (plus VAT if applicable). 

Payment will be due immediately on an invoice being raised, no payment terms will be offered in connection with such a breach.

2.9. The Client shall not obtain any rights of any kind or rights to use any materials provided by the Supplier the talent/staff or others in connection with the performance of the services unless expressly agreed in writing.

2.10. The Supplier shall at all times act in good faith and with the objective of delivering a high-quality, professional service to the Client. The Supplier’s aim is to ensure that the services are carried out to a high standard and that the talent/staff engaged perform their duties with professionalism, reliability, and care.

In the event of a cancellation, no-show, or other unforeseen circumstance affecting the availability of talent/staff, the Supplier shall use all reasonable efforts to source and provide a replacement.

For events taking place in locations where the Supplier maintains an established talent network, including Milan, the Supplier confirms that replacement staffing solutions will be actively pursued and prioritized.

Where such corrective measures are unsuccessful, or where circumstances do not reasonably allow for them, the Supplier shall use reasonable endeavours to source a replacement, subject to availability and operational constraints. The Supplier does not guarantee that a replacement can always be provided, particularly in last-minute or force majeure circumstances.

3. Payment

3.1. The Client shall pay fees and VAT (if applicable); invoices will be sent and paid in euros (€). 

3.2. Payment terms will be:

3.2.1. 50% deposit to be paid upon event confirmation, once the booking has been staffed (please see clause 2.3 for specifics on “staffed event” and clause 8 for “Special bookings”); 

3.2.2. 50% to be paid after the event within a 15-day period.

3.2.3. Any services that require advance expenditure (e.g. train/plane/hotels/outfits) will be paid 100% upfront by the Client. 

3.3. Methods of payments will be:

3.3.1. Bank transfer (must mention invoice number in the concept) or;

3.3.2. Credit card.

3.4. Any bank charges, commissions, and fees related to currency conversion or any other bank fees will be included as additional costs on the total invoice amount before the transfer of funds is initiated. In cases where there are insufficient funds received by the Supplier due to factors such as payments made from outside the European Union (EU), overseas transfers, or any other reasons, the remaining balance will be invoiced again or added to subsequent invoices.

3.5. Should the Client neglect to settle the invoice(s) or any outstanding balance within the specified terms outlined on the invoice, the Supplier retains the prerogative to levy interest at a rate of 8%. Additionally, any legal fees associated with the pursuit of payment will be sought from the Client.

4. Included and excluded services

4.1. Services included are the following:

4.1.1. PM support;

4.1.2. Weekend support (on call) PM;

4.1.3. Recruitment cost;

4.1.4. Travel expenses, food allowance and hotel expenses (if applicable);

4.1.5. Administrative costs;

4.1.6. Agency fees & commissions;

4.1.7. Professional Civil Liability Insurance and General Civil Liability Insurance are included in the Supplier's services.

The Supplier confirms that all talent/staff engaged through the Supplier are legally authorised to work in the country where the services are performed and maintain any legally required insurance or social security coverage applicable to their status.

4.2. Services excluded are the following:

4.2.1. Overtime/extra hours: Extra hours are charged at the same hourly rate; subject to staff availability;

4.2.2. Last minute changes in job requirements;

4.2.3. Possible bank commission fees for international transfers;

4.2.4. Shipment of uniforms. If any cost applies to it, the Supplier will add it to the invoice.

5. Liabilities

5.1. Any warranty given by the talent/staff or the Supplier in respect of the services supplied shall be subject to the following conditions: 

5.1.1. Neither the talent/staff nor the Supplier shall be under any liability in respect of any default arising from the Client’s negligence or abnormal working conditions.

5.1.2. Neither the talent/staff nor the Supplier shall be under any liability under any warranty or condition if the fees, expenses and VAT (if applicable) have not been paid by the due date.

5.1.3. The Client shall notify the Supplier as soon as reasonably practicable of any complaint or issue relating to the services.

The Client acknowledges the importance of notifying the Supplier during the event whenever possible so that corrective action may be taken.

However, complaints identified following the conclusion of the event may be submitted within five (5) business days of the event date.

6. Cancellation

6.1. The Client shall not be entitled to cancel the contract without the prior written agreement of the Supplier.

6.1.1. If the Client cancels within seven working days of the event start date then the Client is required to pay the Supplier the total cost for hire of talent/staff services in full as the invoice.

6.1.2. If the Client cancels between fifteen and seven working days’ notice from the start of the services. Then the Client will be required to pay the Supplier 50% of the total invoice.

6.1.3. If the booking has been staffed and the Client cancels within more than fifteen working days’ notice from the start of the services, then the Client will be required to pay the Supplier 15% of the total invoice (please see clause 2.3 for specifics on “staffed event” and clause 8 for “Special bookings”).

6.1.4. If the booking has not been staffed and the Client cancels within more than fifteen working days’ notice from the start of the services, then the Client not be subject to any charges (please see clause 2.3 for specifics on “staffed event” and clause 8 for “Special bookings”).

6.1.5. If the Client cancels and the services require advance expenditure (e.g. train/plane/hotels/outfits) the Client agrees to reimburse these costs in full upon production of the associated invoice.

6.2. The Supplier may cancel the contract or request talent/staff to stop working if they feel the Client is putting the talent/staff’s welfare at risk or requesting the talent/staff to carry out services not detailed in their booking form.

6.3. The Supplier withholds the right to cancel or release booked staff members or put the event on hold if the invoices are not paid or delayed.

7. Force Majeure

In the event that services cannot be performed due to a force majeure event and the event is cancelled, any deposits already paid by the Client shall be refunded in full, except for any expenses already incurred.

8. Special bookings

8.1. Last-minute bookings: Any bookings requested and/or confirmed within 10 working days prior to the event start will be categorized as 'last-minute bookings.' Such bookings come with distinct terms to ensure efficient processing:

8.1.1. Advance Payment: A 100% payment is required upon booking confirmation, before the recruitment process begins.

8.1.2. Staff Selection: The Supplier retains the prerogative to carefully select and confirm the staff members, ensuring they align with the Client's specific staff requirements.

8.1.3. Rate Adjustment: To accommodate the expedited nature of last-minute bookings, the Supplier reserves the right to apply a maximum increase of 30% to their standard hourly rates. This adjustment, if implemented, will be discussed and mutually agreed upon with the Client prior to finalizing the booking.

8.2. Big and/or long-term projects: For projects over 10,000.00€ and long-term engagements, a bespoke contract will be created to suit their unique scope and specific needs.

9. General Data Protection Regulation – Data Protection

The Client grants their permission for the use of their postal and electronic mail addresses to send correspondence of the services provided and offered by the Supplier. The Supplier provides the Client with the e-mail address legal@golden-goose-events.com so that they can withdraw the given consent.

The Client acknowledges that the legislation on the Protection of Personal Data Act (Organic Law 03/2018, of December 5th) establishes a series of obligations in the processing of personal data, among which the prohibition of transferring of personal data without the corresponding authorization of the owner of the personal data.

Moreover, the Client commits to:

9.1. Only access personal data of the Supplier and other individuals related to the Supplier, if such access is necessary to comply with the services object of this contract.

9.2. Use the personal data to which it has access solely and exclusively to fulfill its contractual obligations to the Supplier.

9.3. Observe and adopt all security measures necessary to ensure the confidentiality, secrecy and integrity of the personal data to which it has access, as well as to adopt in the future any security measures required by laws and regulations aimed to preserve secrecy, confidentiality and integrity in the automated processing of personal data.

9.4. To not transfer in any case to third parties the personal data to which it has access, not even for the purpose of its conservation.

9.5. To not use the personal staff details of the talent/staff without using the Supplier services or without the Supplier’s authorization.

The duration of the confidentiality obligations established in this contract shall be indefinite and shall remain in force after the termination thereof, for any reason, of the relationship between the Supplier and the Client.

10. Applicable law and place of jurisdiction

This Agreement shall be governed by the Spanish law. In the event of a dispute, the parties agree that the place of jurisdiction is the courts of Barcelona, exclusively and therefore renouncing any other alternative or optional jurisdiction.

The Client acknowledges and accepts these Terms and Conditions, which shall govern all current and future Quotes and services provided by the Supplier. The Client undertakes to pay the amounts set out in the corresponding Quote(s) issued for each service. 

11. Filming & Content Rights

The Client and its representatives shall be entitled to photograph, film and record the talent/staff during the performance of the services for editorial, promotional, marketing and social media purposes relating to the Client and its customers.

The Supplier confirms that all talent/staff proposed for the services shall be informed prior to engagement that photography and filming will take place and that such content may be used on the Client's and/or the Client's customer's social media channels.

12. Commercial Terms

The fees set out in the quotation approved by the Client shall constitute the total agreed compensation for the services. Any additional fees, costs or expenses not expressly included in the approved quotation shall require the Client's prior written approval before being incurred or invoiced.

13. Non-Circumvention & Client Protection

The Supplier acknowledges that it is providing services as a subcontractor to the Client. The Supplier agrees that, during the term of this agreement and for a period of twenty-four (24) months thereafter, it shall not directly or indirectly solicit, approach, contact, contract with, or provide services to the Client's end client, its representatives, affiliates, distributors, or related entities introduced through this project, without the Client's prior written consent.

Any communication relating to the project shall be conducted through the Client unless otherwise expressly authorised in writing.