Licence terms and conditions
1. Parties
(1) The council of the city of Coventry of the Council House Earl Street Coventry CV1 5RR (Council)
(2) The Party stated to be the Licensee in the Licence Agreement (Licensee)
Background
These licence terms and conditions and the licence agreement form the contractual arrangement for the respective parties in hosting the event at the property on a short-term basis.
Agreed terms
1. Interpretation
The following definitions and rules of interpretation apply in this licence.
- Definitions:
Common Parts: all roads and paths and other means of access in or upon the Council land that immediately surrounds the property the use of which is necessary for obtaining access to and egress from the property as designated from time to time by the Council.
Competent Authority: any statutory undertaker or any statutory public local or other authority or regulatory body or any court of law or government department or any of them or any of their duly authorised officers.
Deposit: The non-refundable sum payable by the licensee to the Council as set out in the licence agreement
Designated hours: means the hours stated in the licence agreement during the licence period
Event: shall mean the event described in the licence agreement being hosted at the property subject to the permitted use during the designated hours subject to the maximum capacities.
Event Enquiry Form: means the form completed by the licensee and submitted to the Council in which the licensee requests use of the property for the event
Event Guide: means the guide set out at the Coventry City Council “book a park” website
Ground Bond: means the refundable sum set out in the licence agreement payable by the licensee to the Council
Licence Fee: the fee due and payable to the Council by the licensee as calculated and paid in accordance with the provisions of Schedule 2
Licence period: the days set out in the licence agreement until the date on which this licence is determined in accordance with Clause 4.
Maximum Capacities: means a maximum person capacity set out in the licence agreement
Necessary Consents: all planning permissions and all other consents, licences, permissions, certificates, authorisations and approvals whether of a public or private nature which shall be required from any competent authority for the permitted use.
Permitted Use: means the hosting of the event.
Plan: the plan attached to the licence agreement marked “Plan”.
Property: means the land shown edged red on the Plan (which shall include all fixtures and fittings and plant and machinery thereon) or such other locations otherwise agreed between the parties from time to time.
References: means references from third parties to support that you are able to properly host the event
Risk Assessment: means the risk assessment (if required by the licence agreement) agreed between the parties
Service media: all media for the supply or removal of electricity and water, and all structures, machinery and equipment ancillary to those media which shall be set out in the licence agreement.
VAT: value added tax chargeable under the Value Added Tax Act 1994 and any similar replacement tax and any similar additional tax.
1.2 Clause, schedule and paragraph headings shall not affect the interpretation of this licence.
1.3 A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
1.4 The Schedule forms part of this licence and shall have effect as if set out in full in the body of this licence. Any reference to this licence includes the schedule.
1.5 Unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular.
1.6 Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders.
1.7 A reference to laws in general is a reference to all local, national and directly applicable supra-national laws as amended, extended or re-enacted from time to time and shall include all subordinate laws made from time to time under them and all orders, notices, codes of practice and guidance made under them.
1.8 Unless otherwise specified, a reference to a statute or statutory provision is a reference to it as amended, extended or re-enacted from time to time and shall include all subordinate legislation made from time to time under that statute or statutory provision and all orders, notices, codes of practice and guidance made under it.
1.9 A reference to writing or written excludes fax and e-mail.
1.10 Any obligation on a party not to do something includes an obligation not to allow that thing to be done and an obligation to use best endeavours to prevent that thing being done by another person.
1.11 References to clauses and Schedules are to the clauses and Schedules of this licence and references to paragraphs are to paragraphs of the relevant Schedule.
1.12 Any words following the terms including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.
1.13 A working day is any day which is not a Saturday, a Sunday, a bank holiday or a public holiday in England.
2. Licence to occupy
2.1 The Council grants to the licensee subject to Clause 3 and >Clause 4 and the maximum capacities, the right to occupy the property for the permitted use during the designated hours for the licence period in common with the Council and all others authorised by the Council (in so far as is not inconsistent with the rights given to the Licensee to use the property for the permitted use) together with the rights set out in Schedule 1.
2.2 The licensee acknowledges that:
(a) the licensee shall occupy the property as a licensee and that no relationship of landlord and tenant is created between the Council and the licensee by this licence;
(b) the Council retains control, possession and management of the property and the licensee has no right to exclude the Council from the property;
(c) the licence to occupy granted by this licence is personal to the licensee and is not assignable and the rights given in Clause 2 may only be exercised by the licensee and its employees;
(d) Should the rights provided under this Licence conflict with any rights already granted to any entity at the property then the rights previously granted will override the rights granted in this licence;
(e) Notwithstanding clause 2.1 the Council retains the right to evict any person from the property;
(f) Notwithstanding clause 2.1 that the Council may place restrictions or cancel the event for the following reasons:
- if extreme weather conditions are experienced prior to, or during the event, the Council may relocate the event, and in the worst-case scenario, cancel, close or change the date of the event;
- non payment of the licence fee prior to the event;
- if the Council at its discretion requires to cancel the event for any other reason; or
- any measures, recommendations, regulations, directions and legislation issued by the government and/or public authorities in relation to any pandemic including COVID-19
Where an event is cancelled (and another date cannot be agreed between the parties) as a result of the Council exercising its rights at clause 2.2 (f)(i) or clause 2.2 (f)(iii) a full refund will be provided and this agreement will be terminated. Where an alternative date is agreed between the parties these terms and conditions will operate for the revised date;
Where an event is cancelled as a result of the Council exercising its rights under clause 2.2 (f) (iv) the deposit shall be refunded and this agreement will be terminated;
(g) if the licensee acts in breach of clause 3(o) the Council may remove any property left by the licensee in or upon the property after the licence period. The licensee shall repay to the Council on demand the costs of such removal. The Council is entitled to remove and sell in such a manner as they see fit with any proceeds of sale of belonging to the Council;
(h) if the licensee acts in breach of clause 3(p) the licensee agrees that any damage to the property will be remediated by the Council at the licensee’s expense (such remediation’s to include, without limitation, all necessary laying of turf to return any grassed areas to the state it was in prior to the event). The Council shall invoice the licensee for such costs within thirty (30) days of the costs being incurred. The licensee shall pay the respective invoice within thirty (30) days of the date of the invoice;
(i) the licensee will only have access to such service media confirmed in writing by the Council.
3. Licensee's obligations
The licensee agrees and undertakes:
(a) to pay to the Council the licence fee and where specified in the licence agreement the Ground Bond;
(b) to pay to the Council all actual costs incurred plus a 15% administration fee for any assistance and items the Council deems it appropriate at its absolute discretion, to supply to the licensee for use by the licensee for the purposes of maintaining safety, maintaining its reputation, or to prevent damage occurring to the property as a consequence of the event (such assistance includes all expenses and the hourly rate of the persons instructed or contracted by the Council to perform such discretionary tasks and such items may include, without limitation, additional toilet facilities, mud matting, anti-slip matting, lighting, catering facilities, etc) The Council shall invoice the licensee for such costs within thirty (30) days of the costs being incurred. The licensee shall pay the respective invoice within thirty (30) days;
(c) to keep the property clean, tidy and clear of rubbish;
(d) not to use the property other than for the permitted Use;
(e) to where required by the risk assessment provide such infrastructure and staffing necessary for crowd management and the safe operation of the permitted use, including where appropriate fencing, welfare facilities (including washing, toilet, rest and changing facilities), water and sewage tanks, etc sufficient for all event visitors;
(f) not to make any alteration or addition whatsoever to the property;
(g) not to display any advertisement, signboards, nameplate, inscription, flag, banner, placard, poster, signs or notices at the property or other Council property without the prior written consent of the Council;
(h) not to do or permit to be done on the property anything which is illegal or which may be or become a nuisance (whether actionable or not), annoyance, inconvenience or disturbance to the Council or any owner or occupier of neighbouring property;
(i) not to cause or permit to be caused any damage to the property, or any neighbouring property; or any property of the owners or occupiers of the property, or any neighbouring property;
(j) not to obstruct the immediately surrounding area, make it dirty or untidy or leave any rubbish on it;
(k) not to apply for any planning permission in respect of the property;
(l) not to do anything that will or might constitute a breach of any necessary consents affecting the property or which will or might vitiate in whole or in part any insurance effected by the Council in respect of the property from time to time;
(m) to comply with all laws and with any recommendations of the relevant suppliers relating to the supply and removal of electricity, gas, water, sewage, telecommunications and data and other services and utilities to or from the property;
(n) to observe any rules and regulations the Council makes and notifies to the Licensee from time to time governing the licensee’s use of the property;
(o) at the end of the licence period to remove it’s furniture equipment and goods from the property;
(p) at the end of the licence period to leave the property and immediately surrounding area in a clean, undamaged and tidy condition.
(q) to indemnify the Council and keep the Council indemnified against all losses, claims, demands, actions, proceedings, damages, costs, expenses or other liability in any way arising from:
(i) this licence;
(ii) any breach of the licensee’s undertakings contained in Clause 3; and/or
(iii) the exercise of any rights given in Clause 2;
(iv) all costs and expenses associated with any breach of the obligations set out in clauses 3(b), (j) and (p);
(r) to obtain and maintain such insurances as necessary for the permitted use including at least the insurances stated in the licence agreement;
(s) to pay to the Council interest on the licence for other payments at the rate of two per cent per annum above the base rate of Natwest Bank from time to time calculated on a daily basis from the due date until payment if the licensee shall fail to pay the licence fee or any other payments due under this licence within 30 days of the due date (whether formally demanded or not);
(t) to ensure that any required licences for the provision of the permitted use during the licence period including those required for the supply of alcohol, those required under the Licensing Act 2003 in respect of entertainment, those required under the Performing Rights Society ("PRS") and/or Phonographic Performance Limited all contributors, performers, copyright owners, and any other person, firm, company or other body having any interest whatsoever in the event are obtained and maintained, and made available for inspection by the Council on reasonable request;
(u) to ensure that all entertainment, excessive noise and all music ceases by 11pm at the event unless otherwise communicated in writing to the Licensee;
(v) should electricity be provided to the licensee (with such confirmation communicated by the Council in writing) as part of this licence to procure that:
(i) the electricity is not used for any purpose other than for lighting purposes, stage sound system and toilet water pumps and for no other reason;
(ii) all external lighting shall be low energy and whenever possible LED lighting, with any space lighting to be self-contained lighting stations (accepting these may require their own power generation).
(w) to host and be entirely responsible for the delivery of the event in a manner expected of a competent entity hosting such an event and be liable for all costs and expenses associated with hosting the event including the obtaining of any necessary consents;
(x) to where required by the risk assessment ensure that there is adequate security and measures to be taken in the event of fire at the event, that all event attendees are searched prior to entering the property for any prohibited items which shall include knives, items that pose a danger to other persons, fireworks, alcohol, glass bottles and containers including perfume bottles and all other items containing glass, opened bottles or opened cans of liquid, flares and drones. Such prohibited items should be confiscated from attendees prior to them entering the property;
(y) to ensure that no glass bottles, other glass items, metal knives or forks are used or sold at the event;
(z) to ensure that no fireworks or pyrotechnics are used at the event;
(aa) to ensure that there are no fires or cooking of any type at the event;
(ab) to where required by the risk assessment ensure that there is adequate attendance of emergency services at the event;
(ac) to where required by the risk assessment ensure that there is a written evacuation plan and operational plan provided to the Council at least six weeks prior to the event. The Council may request changes to the evacuation plan and operational plan which the licensee shall bring into effect in order that the Council may approve the evacuation plan and operational plan in writing prior to the event. Any such approval of the plans does not discharge the licensee from any of its obligations under this licence;
(ad) to take responsibility for all health and safety matters in relation to the event and ensure compliance with all current relevant safety and environmental requirements including but not limited to those safety requirements issued by the Health & Safety Commission and Executive, the Home Office and those environmental requirements issued by the European Union and UK Government as enforced by the relevant UK Regulator and any other health and safety requirements that a competent company hosting the event would be reasonably expected to know;
(ae) to ensure that sufficient first aid provisions are provided at the event;
(af) to ensure the property is not used for anything indecent or offensive in nature;
(ag) to ensure that no fuel, chemical or other substance shall be placed where it may harm any grass at the property;
(ah) to ensure that no fuel generators are used at the property;
(ai) to ensure that excessive noise is not made above that expected for the permitted use;
(aj) to comply with the event guide;
(ak) to provide references where stated to be required in the licence agreement;
(al) to comply with building regulations and where required by the Council (Council will provide written request to the licensee) to at the licensee’s own cost provide a report confirming such compliance;
(am) to ensure a COVID-19 risk assessment is completed and in place prior to the event which is in compliance with the latest government advice, guidelines, recommendations, regulations, directions and legislation. This shall include implementing any advice provided by the city events Safety Advisory Group;
(an) have in place a contingency plan for any changes to the event including restrictions and cancellation; and
(ao) have in place a communications plan to cover any changes including restrictions or cancellation.
4. Termination
4.1 This licence shall end on the earliest of:
(a) the end of the licence period;
(b) the expiry of any notice given by the Council to the licensee at any time on breach of any of the licensee’s obligations contained in Clause 3 which for the avoidance of doubt may specify for the immediate termination of this licence if there shall be a breach of this licence; or
(c) the Council exercising its rights set out at clause 2.2(f).
4.2 Termination of this licence shall not affect the rights of either party in connection with any breach of any obligation under this licence which existed at or before the date of termination.
5. Notices
5.1 Any notice given under this licence shall be in writing and shall be delivered by hand or sent by pre-paid first-class post or other next working day delivery service to the relevant party as follows:
(a) to the Council at: Coventry City Council at the Council House Earl Street Coventry CV1 5RR and marked for the attention of the Coombe Abbey Parks Manager; and
(b) to the licensee at address provided on the event enquiry form or as otherwise specified by the relevant party by notice in writing to each other party.
5.2 Any notice given in accordance with Clause 5.1 will be deemed to have been received:
(a) if delivered by hand, on signature of a delivery receipt or at the time the notice is left at the proper address; or
(b) if sent by pre-paid first-class post or other next working day delivery service, at 9am on the second working day after posting.
5.3 A notice given under this licence shall not be validly given if sent by email.
5.4 This clause does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution.
6. Costs
6.1 Each party is to bear its own costs incurred in relation to the negotiation and completion of this licence.
7. No warranties for use or condition
7.1 The Council gives no warranty that the property possesses the necessary consents for the permitted use.
7.2 The Council gives no warranty that the property is physically fit for the purposes specified in Clause 2.
7.3 The licensee acknowledges that it does not rely on, and shall have no remedies in respect of, any representation or warranty (whether made innocently or negligently) that may have been made by or on behalf of the Council before the date of this licence as to any of the matters mentioned in Clause 7.1 or Clause 7.2.
7.4 Nothing in this clause shall limit or exclude any liability for fraud.
8. Limitation of Council's liability
8.1 Subject to Clause 8.2, the Council is not liable for:
(a) the death of, or injury to the licensee, its employees, customers or invitees to the property; or
(b) damage to any property of the licensee or that of the licensee’s employees, customers or other invitees to the property;
(c) any losses, claims, demands, actions, proceedings, damages, costs or expenses or other liability incurred by the licensee or the licensee’s employees, customers or other invitees to the property in the exercise or purported exercise of the rights granted by Clause 2; or
(d) any losses, claims, demands, actions, proceedings, damages, costs or expenses or other liability incurred by the Licensee as a result of the Council’s rights under clause 2.2 (f).
8.2 Nothing in Clause 8.1 shall limit or exclude the Council’s liability for:
(a) death or personal injury or damage to property caused by negligence on the part of the Council or its employees or agents; or
(b) any matter in respect of which it would be unlawful for the Council to exclude or restrict liability.
9. Third party rights
A person who is not a party to this licence shall not have any rights under the contracts (Rights of Third Parties) Act 1999 to enforce any term of this licence.
10. Governing law
This licence and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.
11. Jurisdiction
Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this licence or its subject matter or formation (including non-contractual disputes or claims).
Schedule 1 - rights granted to licensee
- The right for the licensee to use during the designated hours:
1.1 Such parts of the common parts for the purpose of access to and egress from the property as shall from time to time be designated by the Council for such purpose.
1.2 The Service Media serving the property (subject to written confirmation from the Council)
Schedule 2 - commercial arrangement
- The licensee will pay the sums set out in the licence agreement in the manner set out in the licence agreement.
- The licence fee is inclusive of any Service Media costs and the deposit.