Terms and Conditions


1 Definitions

1.1 In these Conditions the following definitions apply:

Booking Form

the booking form attached to these Conditions detailing the particulars of the booking made by the Guest;

Business Day

means a day other than a Saturday, Sunday or bank or public holiday when banks generally are open for non-automated business in England;

Cancellation Period

means a day other than a Saturday, Sunday or bank or public holiday when banks generally are open for non-automated business in England;

Communications

14 days from the Date of Booking;

Conditions

means all correspondence between the Guest and The Hidden Garden relating to the Event including but not limited to letters, emails, proposal documents and verbal conversations in relation to the Event;

Contract

means The Hidden Garden’s terms and conditions set out below;

Controller

means the agreement between The Hidden Garden and the Guest for the supply and purchase of tickets to the Event incorporating these Conditions, the FAQs, all Communications and the Booking Form;

Data Protection Laws

means, as binding on either party or the Services:

  • the GDPR;
  • the Data Protection Act 2018;
  • any laws which implement any such laws; and
  • any laws that replace, extend, re-enact, consolidate or amend any of the foregoing;
  • Data Subject

    shall have the meaning given to it in applicable Data Protection Laws from time to time;

    Date of Booking

    the date the booking form is signed by the Guest as set out on the Booking Form;

    Event

    means the event detailed in the Booking Form;

    Event Date

    the date of the Event as set out in the Booking Form;

    FAQs

    the list of questions and answers in respect of the Events provided by The Hidden Garden which can be found at The Hidden Garden website

    Force Majeure

    means an event or sequence of events beyond a party’s reasonable control (after exercise of reasonable care to put in place robust back-up and disaster recovery arrangements) preventing or delaying it from performing its obligations under the Contract including an act of God, fire, flood, lightning, earthquake or other natural disaster, war, riot or civil unrest, interruption or failure of supplies of power, fuel, water, transport, equipment or telecommunications service, or material required for performance of the Contract, strike, lockout or boycott or other industrial action including those involving The Hidden Garden’s or its suppliers’ workforce, but excluding the Guest’s inability to pay or circumstances resulting in the Guest’s inability to pay;

    GDPR

    means the General Data Protection Regulation, Regulation (EU) 2016/679;

    Guest

    means the individual, firm or company who makes a booking and whose details are set out in the Booking Form;

    International Organisation

    shall have the meaning given to it in applicable Data Protection Laws from time to time;

    Order

    means an order for tickets to the Event made by the Guest;

    Personal Data

    shall have the meaning given to it in applicable Data Protection Laws from time to time;

    Personal Data Breach

    shall have the meaning given to it in applicable Data Protection Laws from time to time;

    Price

    has the meaning set out in clause 6.1;

    processing

    has the meaning given to it in applicable Data Protection Laws from time to time (and related expressions, including process, processing, processed, and processes shall be construed accordingly);

    Processor

    shall have the meaning given to it in applicable Data Protection Laws from time to time;

    Protected Data

    means Personal Data received from or on behalf of the Guest in connection with the performance of The Hidden Garden’s obligations under the Contract;

    The Hidden Garden

    means the supplier of the Event being Naive Productions Limited a company registered in England with company number 11800718 and whose registered address is at 21 Stoke Row Road, Peppard Common, Henley on Thames, Oxfordshire RG9 5EJ. VAT number: 315322441

    VAT

    means value added tax under the Value Added Taxes Act 1994 or any other similar sale or fiscal tax applying to the sale of the Services.

    Application of these conditions
    These Conditions apply to and form part of the Contract between The Hidden Garden and the Guest. They supersede any previously issued terms and conditions of purchase or supply.
    No terms or conditions endorsed on, delivered with, or contained in the Guest’s purchase conditions, order, confirmation of order, specification or other document shall form part of the Contract except to the extent that The Hidden Garden otherwise agrees in writing.
    No variation of these Conditions or to the Contract shall be binding unless expressly agreed in writing and executed by a duly authorised signatory on behalf of The Hidden Garden.
    Each Order by the Guest to The Hidden Garden shall be an offer to purchase tickets for the Event subject to these Conditions.
    An Order may be withdrawn or amended by the Guest at any time provided that notice in writing of such withdrawal or amendment by the Guest is received by The Hidden Garden before acceptance by The Hidden Garden of the Order. If The Hidden Garden is unable to accept an Order, it shall notify the Guest as soon as reasonably practicable.
    The Hidden Garden may accept or reject an Order at its discretion. An Order shall not be accepted, and no binding obligation to supply tickets shall arise, until The Hidden Garden’s written acceptance of the Order.
    Rejection by The Hidden Garden of an Order, including any communication that may accompany such rejection, shall not constitute a counter-offer capable of acceptance by the Guest.
    The Hidden Garden may issue quotations to the Guest from time to time. Quotations are invitations to treat only. They are not an offer to supply tickets and are incapable of being accepted by the Guest.
    Marketing and other promotional material relating to the Event are illustrative only and do not form part of the Contract.
    Purchasing Tickets
    All Orders are subject to availability.
    Where applicable, Orders will be taken online. Confirmation of bookings will be given online or by email by way of The Hidden Garden sending the Booking Form to the Guest.
    Lunch tables and VIP access can be ordered via email.
    Tickets purchased by the Guest are for personal use only and, except where otherwise agreed with The Hidden Garden, the Guest may not re-sell or transfer (or seek to re-sell or transfer) the tickets to any third party. A breach of this condition will entitle The Hidden Garden or the Promoter to cancel the tickets without prior notification, refund, compensation or liability to the Guest.
    The Hidden Garden reserves the right to carry out checks and/or request additional information from the Guest (such as a credit or debit card statement) after an Order is made in order to verify a purchase and to prevent or detect fraud. In the event that The Hidden Garden suspects any fraudulent activity it may cancel any Order made by the Guest without liability.
    It is the Guest’s responsibility to ensure that the Event is going ahead on the scheduled date, time and at the specified venue prior to the Event Date. The Hidden Garden will endeavour to notify the Guest of any changes to the scheduled date, time or venue as soon as reasonably practicable.
    On signature of the Booking Form the Contract will be formed.
    The Booking Form will set out the location at which the Event will be held. The Hidden Garden reserve the right to hold the Event at alternative premises.
    Amendments to Booking Forms
    All changes to a confirmed Booking Form must be provided to The Hidden Garden in writing and accepted in writing by The Hidden Garden in its discretion. Any changes to a Booking Form may be subject to a revised fee.
    The amended Booking Form will be effective from the date of acceptance of the amendment by The Hidden Garden.
    The Hidden Garden reserves the right to make any changes to the Booking Form as is necessary in order to perform its obligations under the Contract.
    Agreed Guest Numbers
    4.1 Where the Price quoted is based on a specific number of guests, guaranteed numbers must be supplied by the Guest 14 days before the Event Date. The Price will be calculated on the guaranteed number or actual number of guests, whichever is the greater.
    4.2 The Hidden Garden will endeavour to accommodate any reasonable increase in the number of guests after guaranteed numbers have been provided subject to venue capacities.
    4.3 The Guest acknowledges and agrees that The Hidden Garden cannot issue any refund in the event that the number of guests is reduced.
    Price
    The price for the tickets shall be as set out in the Booking Form (Price). The Hidden Garden may require a deposit to be paid which will be as set out in the Booking Form.
    In addition to the Price, The Hidden Garden may require payment of a booking fee per ticket, a transaction fee per Order and/or other supplementary fees which may apply to the Event. Such fees will be set out in the Booking Form and are non-refundable.
    The Prices are exclusive of VAT (or equivalent sales tax). The Guest shall pay any applicable VAT to The Hidden Garden on receipt of a valid VAT invoice.
    The Hidden Garden try to ensure that all prices are accurate but errors may occur. If The Hidden Garden discovers an error in the price of tickets the Guest has ordered it will inform the Guest as soon as possible and reserves the right to cancel the Booking Form (in which case the Guest will receive a refund of the ticket price and any booking, transaction or supplementary fees the Guest has paid) or give the Guest the option of confirming its Booking Form at the correct price.
    Payment
    The Hidden Garden shall invoice the Guest for the Price. The Hidden Garden will issue invoices in instalments with the final invoices being issued 6 weeks prior to the Event Date (unless otherwise determined by The Hidden Garden).
    The Guest shall pay all invoices:
    in full without deduction or set-off, in cleared funds within 14 days of the date of the invoice;
    to the bank account nominated by The Hidden Garden.
    Time of payment is of the essence. Where sums due under these Conditions are not paid in full by the due date:
    The Hidden Garden may, without limiting its other rights, charge interest on such sums at 4% a year above the base rate of the Bank of England from time to time in force, and
    interest shall accrue on a daily basis, and apply from the due date for payment until actual payment in full, whether before or after judgment.
    Performance and obligations
    The Guest will ensure that all persons involved and participating in the Event will comply with these Conditions. The Hidden Garden reserves the right to remove the Guest (and any of its guests) from the Event at its discretion.
    The Guest will provide The Hidden Garden with any such information as The Hidden Garden requires to enable it to fulfil its obligations under the Contract.
    Within a reasonable time before the Event, the Guest must inform The Hidden Garden in writing of any special requests (for example special facilities i.e. access) which the Guest or any of its guests may have so that The Hidden Garden is able to make arrangements so far as reasonably possible, to cater for them. The Hidden Garden does not guarantee to be able to cater for any particular special request, however, where The Hidden Garden can, details will be set out in the Booking Form.
    The Hidden Garden warrants that the Event shall be supplied with reasonable care and skill within the meaning of the Supply of Goods and Services Act 1982, Part II s 13.
    Except as set out in clause 8.4, The Hidden Garden gives no warranties and makes no representations in relation to the Event and all warranties and conditions (including the conditions implied by ss 12-16 of the Supply of Goods and Services Act 1982), whether express or implied by statute, common law or otherwise are excluded to the extent permitted by law.
    Indemnity and insurance
    The Guest shall indemnify, and keep indemnified, The Hidden Garden from and against any losses, damages, liability, costs (including legal fees) and expenses incurred by The Hidden Garden as a result of or in connection with: (a) the Guest’s breach of any of the Guest’s obligations under the Contract; and/or (b) any damage to the venue or equipment at the venue caused by the Guest (or its guests).
    Limitation of liability
    Except for any legal responsibility that The Hidden Garden cannot exclude in law (such as for death or personal injury) or arising under applicable laws relating to the protection of the Guests personal information, The Hidden Garden is not legally responsible for any:
    losses that:
    were not foreseeable to the Guest or The Hidden Garden when the Contract was formed; or
    that were not caused by any breach on The Hidden Garden’s part;
    business losses; and
    losses to non-consumers.
    Subject to clause 10.1, The Hidden Garden’s total liability to the Guest shall not exceed the sum of the Price.
    The Hidden Garden shall not be held responsible for any damage or loss of any property owned by the Guest (or its guests) while attending the Event. Any personal property brought to the Event is brought by the Guest (or its guests) at their own risk.
    Sub-contractors
    The Hidden Garden may sub-contract all or part of its obligations under the Contract to a third party. The Guest authorises The Hidden Garden to act as its agent as is reasonably required for the purpose of performing the Event (for example, making bookings and entering into agreements with third-party providers on the Guest’s behalf).
    In the event that The Hidden Garden instructs a third-party sub-contractor to provide services in respect of the Event, such third party will be engaged by The Hidden Garden.
    Processing of personal data
    The parties agree that the Guest is a Controller and that The Hidden Garden is a Processor for the purposes of processing Protected Data pursuant to the Contract. The Guest shall ensure all instructions given by it to The Hidden Garden in respect of Protected Data (including the terms of the Contract) shall at all times be in accordance with Data Protection Laws. Nothing in the Contract relieves the Guest of any responsibilities or liabilities under any Data Protection Laws.
    The Hidden Garden shall process Protected Data in compliance with the obligations placed on it under Data Protection Laws and the terms of the Contract.
    The Hidden Garden shall:
    only process (and shall ensure its personnel only process) the Protected Data in accordance with the Contract (including when making any transfer to which clause 12.8 relates), except to the extent:
    that alternative processing instructions are agreed between the parties in writing; or
    otherwise required by applicable law (and shall inform the Guest of that legal requirement before processing, unless applicable law prevents it doing so on important grounds of public interest); and
    if The Hidden Garden believes that any instruction received by it from the Guest is likely to infringe the Data Protection Laws it shall be entitled to cease to provide the relevant services until the parties have agreed appropriate amended instructions which are not infringing.
    Taking into account the state of technical development and the nature of processing, The Hidden Garden shall implement and maintain technical and organisational measures to protect the Protected Data against accidental, unauthorised or unlawful destruction, loss, alteration, disclosure or access.
    The Hidden Garden shall (at the Guest’s cost):
    assist the Guest in ensuring compliance with the Guest’s obligations pursuant to Articles 32 to 36 of the GDPR (and any similar obligations under applicable Data Protection Laws) taking into account the nature of the processing and the information available to The Hidden Garden; and
    taking into account the nature of the processing, assist the Guest (by appropriate technical and organisational measures), insofar as this is possible, for the fulfilment of the Guest’s obligations to respond to requests for exercising the Data Subjects’ rights under Chapter III of the GDPR (and any similar obligations under applicable Data Protection Laws) in respect of any Protected Data.
    The Hidden Garden shall not process and/or transfer, or otherwise directly or indirectly disclose, any Protected Data in or to countries outside the United Kingdom or to any International Organisation without the prior written authorisation of the Guest.
    The Hidden Garden shall, in accordance with Data Protection Laws, make available to the Guest such information that is in its possession or control as is necessary to demonstrate The Hidden Garden’s compliance with the obligations placed on it under this clause 12 and to demonstrate compliance with the obligations on each party imposed by Article 28 of the GDPR (and under any equivalent Data Protection Laws equivalent to that Article 28).
    After the Event and at the Guest’s cost and the Guest’s option, The Hidden Garden shall either return all of the Protected Data to the Guest or securely dispose of the Protected Data (and thereafter promptly delete all existing copies of it) except to the extent that any applicable law requires The Hidden Garden to store such Protected Data. This clause 12 shall survive termination or expiry of the Contract.
    Force majeure
    Neither party shall have any liability under or be deemed to be in breach of the Contract for any delays or failures in performance of the Contract which result from Force Majeure. The party subject to the Force Majeure event shall promptly notify the other party in writing when such the event causes a delay or failure in performance and when it ceases to do so. The party affected by the Force Majeure may terminate the Contract if the Force Majeure means that the provision of its obligations under the Contract cannot be provided.
    Termination or cancellation
    The Hidden Garden may terminate the Contract at any time by giving notice in writing to the Guest if:
    the Guest commits a material breach of Contract;
    the Guest has failed to pay any amount due under the Contract on the due date and such amount remains unpaid within 5 days after The Hidden Garden has given notification that the payment is overdue; or
    the Guest has entered into administration, receivership, liquidation or an arrangement with its creditors and/or the Guest has had a bankruptcy petition presented against it or has become bankrupt.
    Cancellation by consumers
    In the Guest is a consumer and is not entering into the Contract for purposes connected with a business then the Guest has a legal right under the Consumer Contract (Information, Cancellation and Additional Charges) Regulations 2013 to cancel the Contract within the Cancellation Period without giving any reason. The Cancellation Period will expire 14 days after the date the Order is made.
    To cancel within the Cancellation Period the Guest must inform The Hidden Garden in writing or by email.
    If the Guest cancels the Contract in accordance with clause 14.2, The Hidden Garden will refund any part of the Price paid by the Guest within 14 days of the date on which the Guest informs The Hidden Garden that it wishes to cancel the Contract. However, if the Event has taken place within the Cancellation Period then no refund will be issued.
    The Guest may also cancel the Contract after the Cancellation Period within the time frames set out in clause 14.6 below and, subject to clause 14.6 below, be entitled to a refund of the Price less an administration charge determined by The Hidden Garden acting reasonably.
    The Guest may cancel the Contract in accordance with clause 14.5 within the following timeframes:
    Terrace table bookings – at any time after the Cancellation Period up to 2 months prior to the Event Date. No cancellations or refunds will be accepted thereafter; and
    General Admission – at any time after the Cancellation Period up to 1 month prior to the Event Date. No cancellations or refunds will be accepted thereafter.
    Cancellation by non-consumers
    If the Guest is not a consumer and wishes to cancel the Contract, it must inform The Hidden Garden of its decision to cancel by making a clear statement by email. It is in The Hidden Garden’s discretion whether a refund of the Price will be issued.
    Complaints
    The Hidden Garden is committed to monitoring and reviewing the service it provides its clients and the aim of achieving continuous improvement. In the event that the Guest is dissatisfied with any part of the Event provided by The Hidden Garden, the Guest must notify The Hidden Garden as soon as possible as The Hidden Garden will act in good faith to resolve such dispute with the Guest.
    Notices and Contact Information
    Any notice or other communication given by a party under these Conditions shall:
    be in writing and in English;
    be signed by, or on behalf of, the party giving it (except for notices sent by email); and
    be sent to the relevant party at the address set out in the Contract.
    Notices may be given, and are deemed received:
    by hand: on receipt of a signature at the time of delivery;
    by Royal Mail Recorded Signed For post: at 9.00 am on the second Business Day after posting;
    by Royal Mail International Tracked & Signed post: at 9.00 am on the fourth Business Day after posting; and
    by email: on receipt of a delivery email from the correct address.
    The Hidden Garden will contact the Guest by email as its preferred contact method. It is the Guest’s responsibility to check its emails regularly as The Hidden Garden will send important information about its purchase of tickets via email. It is also the Guest’s responsibility to manage any filters on its account to ensure that emails from The Hidden Garden are sent to its “inbox” and not to its “spam” or “junk” folders. The Guest should ensure that its inbox has an adequate amount of space to receive messages from The Hidden Garden.
    The Guest must inform The Hidden Garden of any change of address, contact phone number or email address.
    The Hidden Garden’s contact details are as set out on the Booking Form.
    Entire agreement
    The parties agree that the Contract and any documents entered into pursuant to it constitutes the entire agreement between them and supersedes all previous agreements, understandings and arrangements between them, whether in writing or oral in respect of its subject matter.
    Variation
    No variation of the Contract shall be valid or effective unless it is in writing, refers to the Contract and these Conditions and is duly signed or executed by, or on behalf of, The Hidden Garden.
    Assignment
    The Guest may not assign, subcontract or encumber any right or obligation under the Contract, in whole or in part, without The Hidden Garden’s prior written consent (which it may withhold or delay at its absolute discretion).
    Set off
    The Guest shall pay all sums that it owes to The Hidden Garden under the Contract without any set-off, counterclaim, deduction or withholding of any kind, save as may be required by law.
    Equitable relief
    The Guest recognises that any breach or threatened breach of the Contract may cause The Hidden Garden irreparable harm for which damages may not be an adequate remedy. Accordingly, in addition to any other remedies and damages available to The Hidden Garden, the Guest acknowledges and agrees that The Hidden Garden is entitled to the remedies of specific performance, injunction and other equitable relief without proof of special damages.
    Severance
    If any provision of the Contract (or part of any provision) is or becomes illegal, invalid or unenforceable, the legality, validity and enforceability of any other provision of the Contract shall not be affected.
    If any provision of the Contract (or part of any provision) is or becomes illegal, invalid or unenforceable but would be legal, valid and enforceable if some part of it was deleted or modified, the provision or part-provision in question shall apply with such deletions or modifications as may be necessary to make the provision legal, valid and enforceable. In the event of such deletion or modification, the parties shall negotiate in good faith in order to agree the terms of a mutually acceptable alternative provision.
    Waiver
    No failure, delay or omission by the Contract in exercising any right, power or remedy provided by law or under the Contract shall operate as a waiver of that right, power or remedy, nor shall it preclude or restrict any future exercise of that or any other right, power or remedy.
    No single or partial exercise of any right, power or remedy provided by law or under the Contract by The Hidden Garden shall prevent any future exercise of it or the exercise of any other right, power or remedy by The Hidden Garden.
    Conflicts within contract
    If there is a conflict between the terms contained in the Conditions and the terms of the Order, the terms in the Order shall prevail.
    Third party rights
    A person who is not a party to the Contract shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any of the provisions of the Contract.
    Governing law and Jurisdiction
    The Contract and any dispute or claim arising out of, or in connection with, it, its subject matter or formation (including non-contractual disputes or claims) shall be governed by, and construed in accordance with, the laws of England and Wales.
    The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of, or in connection with, the Contract, its subject matter or formation (including non-contractual disputes or claims).