Open Agreement

Welcome

Thank you for choosing to work with Basic Monkey.

Basic Monkey Limited was created in 2006 by James Cooksey to bring fresh ideas and new applications of the latest technology to the events industry.

This document is an open declaration of our manifesto, our relationship with our Clients and Suppliers along with the policies that support that relationship. We’ve endeavoured to keep it low in legalese and the messages clear.

Manifesto

We exist to deliver amazing events and experiences through the innovative use of talent and technology.

To make sure we deliver these experiences diligently, safely and successfully, we commit to:

Create and maintain a safe and healthy working environment for everyone.

Maintain a positive and open relationship between us, our Clients and our Suppliers.

Supply the best talent available for each role.

Treat everyone with respect and ask for the same in return.

Treat the property of others with respect and ask for the same in return.

Have no prejudice based on a person’s identity or beliefs.

Consider accessibility in the work that we do.

Ensure those that work for us feel looked after.

Protect the privacy, confidentiality and property of our Clients and Suppliers.

Use appropriate technology to solve challenges and not ‘shoe horn’ what we have available.

The statements on the following pages are our way of ensuring that we deliver to our manifesto on every event and experience.

1. Definitions

We use some key words in this document. Here are their definitions:

1.1. ‘Agreement’
This document as supplied with a version number at the start of each Project.

1.2. ‘Basic Monkey’,’we’,’us’,’our’
Basic Monkey Limited, a company limited by shares, registered in England and Wales 06030001.

1.3. ‘Client’
A company or person engaging our Services.

1.4. ‘Competent’
A person who is trained, experienced and knowledgeable in a specific activity.

1.5. ‘Content’
Video, audio, image or text materials.

1.6. ‘Equipment’
Any tools, hardware, equipment, software or electronics which are hired specifically or used in the course of delivering Services.

1.7. ‘Services’
Activities in relation to agreed requirements including consultation, supply of Equipment, installation, Content and software.

1.8. ‘Supplier’
A company or person supplying goods, equipment, services or their talent to or on behalf of us.

1.9. ‘Project’
The event, experience or activity for which supply agreed Services for our Client.

1.10. ‘Public’
Any person not undertaking work in relation to the delivery of an event. Including attendees, audience members, stand holders, Client team members.

1.11. ‘you’,’your’
The person or company making this agreement with Basic Monkey as a Client or Supplier to work on a Project.

2. Our Relationship with You

It’s important to be clear about our working relationship so that our experiences can be delivered smoothly and to the highest standards.

Each Project we work on together is in accordance with the most recent version of this Agreement supplied as part of a quotation or acceptance of a quotation.

If there’s anything you don’t agree with then it’s critical you let us know straight away.

Since this is an open agreement for both Clients and Suppliers, please read it in the capacity in which you are doing business with us.

2.1. Clients

a. Our services are delivered in accordance with our manifesto, the terms in this document and any other agreement we have with you.

b. We will use appropriate methods, talent and Equipment to fulfil the requirements we have agreed with you at the agreed location and time.

c. We may use Suppliers to fulfil your requirements and we’ll ensure that they work to this agreement too.

d. We will offer a quotation based on your requirements. If your requirements evolve or circumstances change then we will adjust our quotation accordingly.

e. Costs we incur will be part of our quotation. We don’t pass on Supplier receipts.

2.2. Suppliers

a. Anyone who supplies Services to us is engaged as a subcontractor and is not employed by us.

b. All Suppliers must agree and adhere to the terms in this document unless specifically excluded in writing.

c. We will be clear as to what our requirements are so that you can provide an accurate quotation. If requirements evolve then we will be clear that is outside the original scope and agree a new quotation. Any updated quotations must be agreed at the time of changes materialising.

d. You are asked to provide all Equipment that you require to deliver your Services.

e. It is up to you to determine the best method for your Services which should be agreed with us before undertaking work.

f. Services must be rendered at the agreed location and times.

g. Any costs incurred in line with your delivery of goods or services should be part of your quotation.

h. Suppliers are responsible for any Equipment they use or operate.

3. Health and Safety

3.1. Responsibility

James Cooksey, managing director is responsible for setting out our health and safety policy. James is also responsible for ensuring the day to day implementation, adherence and adjustment of this policy.

3.2. Policy

a. Prevent accidents at all times before, during and after events for everyone

b. Prevent physical and mental illness due to our activities and those of the Public

c. Undertake risk assessments and manage risks in all our activities

d. Ensure all work is carried out by Competent persons

e. Maintain safe working environments

f. Supervise work activities to ensure compliance

g. Liaise with other contractors to ensure their activities to do not pose a risk to ours

h. Supply work Equipment and plant that is safe and adequately maintained

i. Supply personal protective Equipment for activities that require it

j. Ensure fire protection and evacuation routes are made clear and are maintained

k. Review all policies regularly

3.3. Requirements

a. Suppliers and employees must adhere to the requirements of our health and safety policy and the requirements of any Client’s health and safety policies which are inherited. These will be made clear in advance of any works undertaken.

b. Suppliers and employees must take all reasonable actions to maintain and protect their own health and safety and that of those around them.

c. Suppliers and employees must report all health and safety concerns, incidents, injuries and near misses to a director of Basic Monkey.

d. Suppliers and employees must only operate machinery (including plant and MEWPs) or undertake high risk activities (including working at height or electrical works) when suitably trained and qualified by an industry recognised body.

e. Suppliers and employees must conduct themselves professionally at all times while on a Project. The consumption of or being under the influence of alcohol or drugs is not acceptable and will result in immediate removal from the Project. Horseplay and games increase the risk of incidents and injury and so this should be saved for away from the Project.

3.4. Arrangements

a. We will undertake risk assessments for all work activities and act on those to minimise or mitigate any risks identified. These risk assessments will be updated when the scope of work or conditions change and be communicated to Suppliers and employees.

b. We will provide training for all employees to ensure that they are Competent at all tasks. Suppliers are required to ensure all team members are suitably Competent for any agreed task, including formal training when appropriate.

c. We will provide protective Equipment to all employees in accordance with our risk assessment. Suppliers will be required to supply and use protective Equipment in accordance with our risk assessment.

d. We will support all remote workers in ensuring they are working in a safe environment and maintaining their health.

e. We will consult with employees and Suppliers when we establish or review health and safety policy and procedures.

f. We will ensure appropriate evacuation routes are maintained and communicated in work environments.

4. Travel and Accommodation

4.1. We will include travel and transport as part of our quotation unless otherwise agreed.

4.2. We ask Suppliers to make their own travel arrangements within the UK and include this as part of their quotation.

4.3. Employees of Basic Monkey will have their travel expenses reimbursed from the Project’s budget.

4.4. For Projects outside the UK we will arrange travel for employees and Suppliers. This may be booked by us or be part of our engagement with our Client.

4.5. For travel outside of Europe we request business class travel from our Clients to ensure that all employees and Suppliers are rested and safe to work.

4.6. All Suppliers should have their own travel insurance policy to cover their business activities.

4.7. Any Client provided travel will not be covered by our travel insurance or that of our Suppliers in case of cancellation.

5. Welfare and Enablement

The welfare of our employees and Suppliers is of primary concern to us. We will do everything we can to ensure the physical and mental well being of anyone involved in our Projects.

5.1. We commit to offering the following on each Project and require that our Clients ensure that they are available:

a. Food and drinks

b. Clean and functioning toilets

c. Regular meaningful breaks away from the work environment

d. Limitations on work period duration and sufficient daily rest

5.2. We will take all reasonable steps to ensure that everyone is able to contribute to our Projects, whatever their physical or mental abilities. Any Suppliers with specific requirements should make these clear when quoting for a Project so we can assess your safety and make adaptations to our methods.

5.3. We will not tolerate any form of discrimination or bullying. Everyone is entitled to live and work in a respectful and understanding environment. We expect everyone involved on our Projects to act and communicate positively and with understanding of those that we act and communicate with.

5.4. We respect everyone’s religion and beliefs and will support these where they don’t present a risk to anyone’s safety or welfare.

6. Confidentiality

6.1. We will not disclose any information or data that could assumed to be or is expressed to be confidential to any person outside of Basic Monkey other than

a. to Suppliers who are engaged under this agreement and require access to the information in order to deliver their services.

b. to any legal authority who has cause and legal authority to request the information.

6.2. Suppliers are not to disclose any information or data regarding any Client or Project without written approval from Basic Monkey.

6.3. Suppliers are not to disclose their involvement on a Project via any publicly accessible channel including on social media unless specifically agreed by Basic Monkey in writing.

6.4. Suppliers must adhere to any Client non disclosure agreement that may be required for their involvement on a Project.

6.5. Suppliers are not to record, take photographs or remove Client data from site without prior written approval from Basic Monkey.

7. Data Protection

7.1. Basic Monkey is registered with the Information Commissioner’s Office.

7.2. We comply with relevant data protection legislation in the UK and in the location of our Projects. 

7.3. We collect and process data from our Clients and Suppliers in order to deliver our services. Data collected is only ever used for this purpose.

7.4. We will protect all Client and Supplier data using physical security, network protection and strong encryption.

7.5. In the rare occasions where we process any personal data in our delivery of a Project then we will:

a. Require confirmation and demonstration that this has been collected and processed with informed consent and in line with relevant data protection law.

b. Delete all personal data following completion of a Project.

c. Only share personal data in line with the consent that has been given.

7.6. Suppliers must not use, copy or share any personal data that is involved in a Project for any reason.

7.7. Any data breaches must be reported to us at the earliest possibility so that we can act on them,

7.8. We will inform Clients and Suppliers in the event of any data breach at the moment of discovery unless this information would create further data breaches. In the latter case, we will share the details when it is safe to do so.

7.9. We will inform the ICO of any reportable breaches.

7.10. We will release or delete any personal data on request of a validated subject access request.

8. Intellectual Property

8.1. Basic Monkey retain all intellectual property rights for any Content produced unless specially agreed in writing.

8.2. Clients have a license to use Content produced for a specific Project. Any further use must be agreed in writing.

8.3. Suppliers of Content retain the intellectual property of their Content but grant a transferable license to Basic Monkey for use on a specific Project unless otherwise mutually agreed in writing.

8.4. Source files, workings, methods, functions, scripts and project files are not included in Content unless specified as part of the agreed delivery.

9. Equipment

9.1. We may hire Equipment, that we own or that we have hired from our Supplier, to our Client as part of our Services. At no point does this Equipment become the property of our Client and the sole title for all Equipment is retained by Basic Monkey or our Supplier.

9.2. In order to hire Equipment, Clients agree to

a. store and use the Equipment safely and securely.

b. only use the Equipment in line with the Project as agreed.

c. not sell or further hire the Equipment or software licenses without our approval.

d. attempt to repair or alter the Equipment.

e. inform Basic Monkey immediately of any defects, issues, malfunction, loss or damage to any Equipment.

f. transfer, tamper with or remove any software licenses from the Equipment.

g. copy or duplicate any software on the Equipment.

h. only allow approved and Competent persons to use or operate Equipment.

i. safely and securely return all Equipment to Basic Monkey at the end of the Project or on premature termination of our agreement.

j. not remove, apply or cover any labels or identification on Equipment.

9.3. From when the Equipment has left the premises of Basic Monkey or the premises of our Supplier, or has been delivered to a Project by our appointed carrier, until it is returned to those premises, our Client agrees that

a. any damage sustained to Equipment must be paid for to the value of either repairing the Equipment to original condition and full working order, or the full replacement value.

b. any loss or theft of Equipment must be paid for to the full replacement value.

c. any payments for loss or damage will be made within 7 days of the incident.

d. until any lost, stolen or damaged Equipment has been repaired or replaced, that the hire period for those items will continue and be chargeable until the items are available for re-hire in full working order.

9.4. Suppliers are responsible for the Equipment they use or operate including that of Basic Monkey or other Suppliers. In the event of misuse, negligence or by intent, Suppliers agree that

a. any damage sustained to Equipment must be paid for to the value of either repairing the Equipment to original condition and full working order, or the full replacement value.

b. any loss or theft of Equipment must be paid for to the full replacement value.

c. any payments for loss or damage will be made within 7 days of the incident.

d. until any lost, stolen or damaged Equipment has been repaired or replaced, that the Supplier will cover any related costs incurred until the items are available for re-hire in full working order.

10. Insurance

10.1. All our work is covered by a public and products liability insurance policy in relation to personal injury or property damage. We limit our activities to those we are specifically insured for.

10.2. We require that all Clients cover the Project and the use of our Equipment with a suitable public and products liability insurance policy.

10.3. We maintain employer’s liability insurance to cover the activities of employees of Basic Monkey.

10.4. Suppliers must have their own current public and products liability insurance which adequately covers their work activities including use of Equipment. Proof of this must be supplied.

10.5. All of our Equipment and the Equipment of our Suppliers, whether specifically hired to our Client or used as part of our delivery of a Project, must be insured for its full replacement value by a policy which covers the circumstances and location of use by our Client. We can supply a replacement value of Equipment at quotation stage.

11. Warranty and Liability

11.1. We warrant that any Services are rendered to the best of our ability using all of our knowledge, training and experience. We will not take any undue risks or engage in any illegal activity in our delivery of Services.

11.2. We warrant that all Equipment is supplied free of defects (unless specified at delivery) and is in full working order. Should any Equipment be non functional due to a defect that was not caused negligently or intentionally then we will make all reasonable efforts to supply an equivalent alternative or the hire cost of the item will be removed from our invoice.

11.3. We shall be under no liability for any loss, damage, personal injury or death in connection with our supply of Services except where proved to be due to our negligence.

11.4. We shall be under no liability in respect of any defect arising from fair wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow instructions, misuse, or alteration or repair of the Equipment without our approval.

11.5. We shall be under no liability for any loss of Content or software once delivered.

11.6. Should we be unable to supply any Services then the value of these will be excluded from our invoice value.

11.7. We shall be under no liability for consequential loss due to our supply or failure to supply Services.

12. Termination

12.1. Our agreement to supply Services ceases on completion of the Project based on the agreed end date and/or the delivery of agreed Content, software, goods or other materials.

12.2. Premature termination of this agreement will occur on

a. the breach of any terms or sentiment of this agreement.

b. mutual agreement.

c. commencement of any legal proceedings against any party.

d. the cancellation of the Project by our Client.

e. the cessation in trading, winding up or administration of any party.

f. the inability of our Client to pay for our Services being known.

g. the inability of our Supplier to provide Services being known.

h. the inability or failure to resolve a health or safety issue.

i. the inability for us to deliver Services due to an unresolvable Supplier issue.

12.3. In the case of a premature termination of our agreement with our Client:

a. We remain entitled to full payment by our Client for the quotation amount if the termination is due to their action or inaction.

b. Should at least 30 days notice be given before the Project start date then we may reduce this value to cover only our irrecoverable costs and those of our Suppliers.

c. On premature termination by mutual agreement then unless otherwise agreed our Client must reimburse all irrecoverable costs incurred.

12.4. In the case of a premature termination of our agreement with our Supplier:

a. We will reimburse irrecoverable costs that have been agreed on in advance in the course of delivering Services on the Project unless the premature termination is as a result of the action or inaction of the Supplier.

b. If we receive full or part payment from our Client in the event of Project termination then we will pay the full or proportional value of Supplier’s quotation value unless the premature termination is as a result of the action or inaction of the Supplier.

12.5. Any licenses to Content or software will cease on termination and must be no longer be used and completely deleted from all media.

12.6. All Equipment must be returned to Basic Monkey on termination at the cost of our Client.

12.7. Basic Monkey will not be liable for any costs incurred as a result of premature termination of this agreement other than those specified above.

12.8. Confidentiality, intellectual property and data protection requirements are perpetual irrespective of any termination of supply. The termination of our agreement does not affect any rights and liabilities that are afforded by the agreement or law.

13. Payment

13.1. All prices are agreed at quotation stage and invoices will match the most recently agreed quotation.

13.2. Clients are required to pay us as soon as possible within 30 days of receipt of any invoice.

13.3. We pay Suppliers as soon as possible within 30 days from receipt of their invoice.

14. Exclusions

14.1. Any exclusions to this agreement must be agreed in writing before the commencement of any work or supply of goods.

14.2. Exclusions should be referenced to the specific version of the agreement and by clause.