Hiiohoi Oy's general terms and conditions

These general terms and conditions apply to the event services offered by Hiiohoi Oy (“Hiiohoi”), on the basis of which Hiiohoi designs and produces customer-specific tailored events.

1. FORMATION AND AMENDMENT OF THE AGREEMENT

The agreement concerning the event between Hiiohoi and the Customer (“Parties”) (“Event Agreement”) is created when the Customer has approved Hiiohoi's offer for the event planned for the Customer in writing (e.g. by email) or the parties have entered into a separate written agreement on the event.

The total price of the event is defined in the offer sent by Hiiohoi and approved by the Customer by email or otherwise in writing, unless otherwise agreed between the Parties in writing.

Amendments to the Event Agreement may be made during the event with the approval of both Parties. If the agreed amendment to the Event Agreement results in additional work or other costs, Hiiohoi has the right to charge for the additional work in accordance with its current price list, as well as other expenses and costs incurred as a result of the amendment in full.

2. GENERAL OBLIGATIONS OF THE PARTIES

Hiiohoi is responsible for the proper planning and execution of the event in accordance with the Offer and these terms and conditions or as otherwise separately agreed in writing by the parties. Hiiohoi has the right to use subcontractors in its performance. Hiiohoi is responsible for the performance of its subcontractors as for its own.

Hiiohoi will inform the customer of matters that are essential for the organisation and success of the event. It is the customer's responsibility to pass on such information to its stakeholders and, if necessary, to the persons participating in the event.

The client agrees to provide Hiiohoi with any relevant advance information about the health of the participants, depending on the nature of the event. This information will be treated confidentially and destroyed appropriately immediately after the event.

3. PROJECT TEAM AND CONTACT PERSONS

The parties shall appoint a person(s) to plan and implement the event, who shall also be responsible for ensuring proper communication between the parties. Unless such a person has been appointed, the client's representative shall be deemed to be the contact person. Unless otherwise agreed in writing, Hiiohoi has the right to inform the client's contact person of matters relating to the event.

The designated person(s)/contact person may decide on changes to the Event Agreement. Changes must always be agreed in writing (e.g. by e-mail).

4. SAFETY, SECURITY AND INSURANCE

Hiiohoi is responsible for the overall safety of the event. Hiiohoi may give instructions and advice to the Client and the persons participating in the event during the event, the observance of which will promote safety and/or the smooth running of the event. The Client undertakes to follow Hiiohoi's instructions and advice and to ensure that the persons participating in the event also follow them.

The Customer is responsible for ensuring that persons participating in the event and their personal property are adequately insured against accidents and personal injury. Hiiohoi and its subcontractors are responsible for taking out standard liability insurance covering their business and for insuring their own staff.

5. TRANSFER OF AGREEMENT

The Customer shall not be entitled to transfer the Event Agreement to a third party without the prior written consent of Hiiohoi.

6. CANCELLATION OF PROJECT AND TERMINATION OF AGREEMENT

The agreed date for the event may only be changed with the consent of both Parties and on separately agreed terms.

The Customer has the right to terminate the Event Agreement or cancel the event or part of it by notifying Hiiohoi in writing. The cancellation is subject to the terms set out later in this clause.

If the event is cancelled more than 90 days before the event date, we will charge a cancellation fee of EUR 500.00 excl. VAT. If the event is cancelled more than 60 but less than 90 days before the event date, we will charge 20% of the event price. If the event is cancelled more than 14 but less than 60 days before the event date, we will charge 50% of the event price. If the event is cancelled less than 14 days before the event, we will charge 100% of the event price.

Either party has the right to terminate the Event Agreement with immediate effect without notice if the other party commits a material breach of contract which has not been remedied within seven (7) days of written notice. If Hiiohoi terminates the agreement due to a material breach by the Customer (e.g. the Customer's unpaid invoices), Hiiohoi has the right to charge the Customer the full contract price for the event and all costs and expenses incurred as a result of the cancellation.

All notices referred to in clause 7 of this agreement must be given in writing.

7. CONFIDENTIALITY AND USE OF MATERIAL

The parties undertake to keep secret any information and materials received from the other party and its affiliates that the disclosing party has expressly indicated to be confidential. The obligation of confidentiality shall also remain in force after the event, but for no longer than one (1) year after the end of the event.

The use of image and sound material recorded from the event is possible with the customer's consent. The customer's name may be used in marketing as a reference if agreed in advance.

8. INTELLECTUAL PROPERTY RIGHTS

Intellectual property, ownership and user rights to all material transferred by the parties to each other shall remain with the transferring party, unless the parties have agreed otherwise in writing and expressly.

The party providing the material is responsible for ensuring that the material provided does not infringe any third party rights when used in accordance with and for the purpose of the Event Agreement. The parties shall notify each other of any restrictions relating to the rights and undertake to inform each other without delay of any claims of infringement made against them.

9. INVOICING

Unless otherwise agreed in writing between the Parties, the total price of the event shall be charged to the Customer in instalments as follows:

(i) Forty (40) percent of the total price of the event will be charged after acceptance of the written offer;

(ii) forty (40) percent of the total price of the event will be charged 1 month before the event; and

(iii) Twenty (20) percent of the total cost of the event will be charged immediately after the event.

If subcontracting or other costs increase due to exchange rate changes or a unilateral price increase by the subcontractor from the price level at the time of conclusion of this event agreement, Hiiohoi has the right to charge the Customer in full for the additional costs incurred.

The payment term for all payments addressed to the Customer is fourteen (14) days net from the date of the invoice. The late payment interest is determined in accordance with the applicable Interest Act.

10. COMPLAINTS

The Customer is obliged to notify Hiiohoi of any complaints related to the event immediately after it becomes aware of the grounds for the complaint or should have noticed it. However, complaints must always be made no later than seven days after the end of the event.

11. LIABILITY FOR DAMAGES AND LIMITATIONS OF LIABILITY

Hiiohoi's liability is limited in all cases to the payments made to it by the Customer, and Hiiohoi is under no circumstances liable for any indirect damages incurred by the other contracting party.

A person participating in the event is entitled to compensation from Hiiohoi for personal injury or property damage a) that is found to have been caused by Hiiohoi in connection with the event or immediately thereafter, b) for which Hiiohoi is liable under applicable mandatory legislation, and c) which a defect in Hiiohoi's performance has caused to the Customer. A prerequisite for liability for damages is also that the damage is due to negligence on the part of Hiiohoi or its subcontractor, which is not to be considered minor.

The Customer is obliged to participate at its own expense in the investigation of any damage and to present Hiiohoi with material that may be relevant to the investigation of the damage.

12. FORCE MAJEURE

The parties are not liable for any error, delay or other breach of contract due to force majeure.

Force majeure is considered to be circumstances beyond the control of the parties preventing the event from taking place, which could not reasonably have been foreseen when the event agreement was concluded. Force majeure includes, for example, fire, strike, exceptional natural conditions, mobilization, changes in legislation, instructions or regulations from authorities, disruptions and interruptions in traffic, telecommunications or electricity distribution, accidents affecting the parties, data breaches, and delays in deliveries from subcontractors due to the same reasons. The latter are considered force majeure if they prevent or cause unreasonable harm to the proper fulfillment of the agreement. The parties must, if necessary, be able to demonstrate and verify the reasons and factors that led to the force majeure.

13. GOVERNING LAW AND DISPUTE RESOLUTION

This agreement is governed by Finnish law, excluding its choice of law provisions.

Disagreements regarding the agreement between Hiiohoi and the Customer will be resolved through negotiations. If the matter cannot be resolved through negotiation, disagreements will be resolved in the Helsinki District Court in Finnish.