EVENTAGRATE TERMS & CONDITIONS

1. Definitions

“Agreement” means the entirety of the contractual relationship between the Customer and Eventagrate, including the Quotation, Terms, and any additional terms or conditions outlined within the Quotation or its associated exhibits or schedules.

“Bespoke Software” means software programs developed by Eventagrate specifically for the Customer as part of the Eventagrate Software.

“Cancellation” means either rescheduling provisions of Products or Services to a later date at the Customer's request or total termination of the Services.

“Change Control Procedure” has the meaning given in Clause 9.1.

“Customer” means the person, firm or company using the Products and Services of Eventagrate.

“Customer Data” means all data (in any form) that is provided to Eventagrate or uploaded or hosted on any part of any Products or Services by the Customer.

“Customer Environment” means any networks and network devices, servers, hardware, storage systems, computer systems, applications, software components, database management systems and related systems used by the Customer with which the Products and the software shall connect, exchange data, or interoperate.

“Customer Materials” means all documents, information, items, and materials provided by the Customer to Eventagrate in connection with the Products and Services.

“Customer Project Manager” means a person authorized by the Customer to act on its behalf for the purposes of these Terms.

“Data Protection Law” means Federal Decree Law No. 45 of 2021 regarding the Protection of Personal Data.

“Documentation” means operating manuals, user instruction manuals, technical literature, and related materials supplied by Eventagrate.

“Eventagrate Confidential Information” means all information relating to Eventagrate’s business, technology, know-how, intellectual property, finances, products, and customers, including pricing, descriptions, and technical data.

“Eventagrate Software” means Eventagrate Standard Software, Third-Party Software, Modified Software, Open-Source Software, tools, and Bespoke Software, including updates.

“Eventagrate Standard Software” means software proprietary to Eventagrate, provided to the Customer without modification.

“Force Majeure” means any event beyond a party’s reasonable control preventing or delaying its obligations (excluding inability to pay), including network or internet failures.

“Installation Sites” means the Customer’s premises as set out in the Project Plan or otherwise agreed in writing.

“Intellectual Property Rights” includes all copyrights, patents, trademarks, designs, database rights, and similar rights, registered or unregistered, worldwide.

“Materials” means all services, data, information, IP, software, and content provided by Eventagrate, excluding Customer Data.

“Milestone Date” means the target date in the Project Plan for completion of a milestone.

“Modified Software” means software modified by Eventagrate under these Terms.

“Order Acceptance” means the effective date of the relevant Quotation.

“Open-Source Software” means software licensed under open-source licenses as defined by the Open Source Initiative.

“Platform” means the ASP platform “Eventagrate”, owned by Eventagrate, including all related applications and tools.

“Preferred Suppliers” means third-party vendors or subcontractors chosen by the Customer.

“Privacy Policy” means Eventagrate’s privacy policy at https://eventagrate.com/privacy-policy.

“Products” means the hardware and associated products supplied to the Customer.

“Project Plan” means the outline plan for delivery of Products and Services.

“Quotation” means the document ordering Products and Services entered by the Customer and Eventagrate, incorporating these Terms.

“Services” means the provision of interactive technology solutions such as content creation, live streaming, AR experiences, and metaverse engagements.

“Service Period” means the duration during which Products or Services are provided as set out in the Quotation.

“Specified Content” means immersive or stage-based content developed by Eventagrate to engage audiences through immersive experiences.

“Source Code” means source code and documentation sufficient to maintain software.

“Subcontractor” means any third-party supplier engaged by Eventagrate.

“Support Services” means the support services provided by Eventagrate as described in the Quotation.

“Third-Party” means any person not a party to the Agreement, excluding Eventagrate Group members.

“Third-Party Software” means open-source or proprietary software from third parties provided without modification.

“Terms” means the latest version of these terms and conditions at https://eventagrate.com/terms.

“Update” means modifications, bug fixes, or new versions of Eventagrate Products and Services.

“VAT” means UAE value-added tax or substitute taxes.

2. Legal Relationship and Acceptance

2.1 This Agreement constitutes a binding legal agreement between the parties and supersedes prior understandings.

2.2 These Terms prevail over any other documentation or Customer terms. The Customer agrees to Eventagrate’s Privacy Policy.

2.3 Eventagrate may amend the Terms at any time. Continued use signifies acceptance.

2.4 Breach of Terms terminates the Customer’s right to use Products and Services.

2.5 Customers under 18 must review the Terms with a guardian; under 13 require permission.

3. Changes to Products/Services and Terms

3.1 Eventagrate Products and Services may be updated without notice.

3.2 Eventagrate may suspend or discontinue Products or Services with reasonable notice.

3.3 Eventagrate is not liable for loss or unavailability due to modification, suspension, or discontinuation.

4. Eventagrate Products and Services

Details installation, title transfer, documentation, and licensing of Eventagrate and third-party software. Eventagrate retains title until full payment. The Customer provides infrastructure and insurance.

5. Project Plan

Eventagrate provides a draft Project Plan six weeks before the Service Period. The Customer must approve or reject within two weeks. Revisions follow until agreement or resolution.

6. Third-Party Services

Eventagrate may integrate third-party software or services. The Customer is responsible for obtaining required licenses and accepts “as-is” use of such services.

7. Subcontractors

Eventagrate may engage subcontractors. Eventagrate supervises their work but is not liable for their failures unless negligent. If the Customer requires use of its Preferred Suppliers, it assumes responsibility for them.

8. Project Management

Each party appoints a project manager to liaise regularly. Weekly meetings are held until completion, then monthly.

9. Change Control Procedure

Changes to scope or Quotation require mutual written agreement documenting cost and schedule impacts.

10. Fees and Payments

Fees are exclusive of VAT and must be paid within 15 days of invoice. Eventagrate may charge interest for late payments. Payment may be required in advance. Queries must be raised within 14 days.

11. Payments

Payment may be made by card, electronic transfer, or invoice. All payments are non-refundable unless otherwise stated.

12. VAT

VAT applies to all fees, including those paid by customers outside the UAE.

13. Cancellation and Refunds

• Cancellation ≤14 days before service: 100% fee
• ≤1 month: 50% fee
• 1 month: actual costs incurred
  Parties shall renegotiate upon resumption.

14. Insurance

Risk passes to the Customer upon delivery. The Customer must maintain adequate insurance for all materials and equipment.

15. Intellectual Property

All IP in Products and Services remains with Eventagrate or relevant third parties. The Customer gains only the rights expressly granted and must prevent infringement.

16. Data Privacy

Eventagrate will protect all Customer data, comply with UAE Data Protection Law, and not use or transfer data except as necessary to perform the Agreement.

17. Confidential Information

The Customer must keep Eventagrate’s confidential information secure and return it upon termination.

18. Indemnification and Limitation of Liability

Eventagrate and Customer indemnify each other for breaches and IP violations caused by their own acts. Neither party is liable for indirect or consequential damages. Maximum liability is limited to the total fees paid.

19. Materials

Customer grants Eventagrate the right to use Customer Materials for the project. Eventagrate may dispose of uncollected materials after six months.

20. Assignment

Neither party may assign the Agreement without written consent.

21. Representations and Warranties

Customer warrants that all rights and clearances are obtained for provided materials and that they do not infringe or defame.

22. Contingency, Weather Days, and Force Majeure

Eventagrate is not liable for non-performance due to uncontrollable events such as weather or force majeure.

23. Termination

Eventagrate may terminate for breach, non-payment, or insolvency. Upon termination, the Customer must pay all amounts due for completed work.

24. General

Notices must be written; variations require signatures; invalid clauses do not affect others; failure to enforce rights does not waive them.

25. Governing Law and Jurisdiction

The Agreement is governed by UAE law. Any disputes fall under the jurisdiction of the Dubai courts.