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Terms

Terms & Conditions

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Effective date: [08/10/2025]


Happener (“we”, “us”, “our”) provides event design and production services. By using our website, contacting us, or engaging our services, you agree to these Terms.

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1) Services & scope

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We offer creative direction, event design, management, and on-site delivery. Specific services, deliverables, fees, and timelines are defined in each proposal/SOW. In case of conflict, the SOW prevails.

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2) Proposals, bookings & changes

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  • Quotes/Proposals: Valid for the stated period. Assumptions and exclusions apply as listed.

  • Deposits: A non-refundable deposit (typically [30–50]%) confirms booking and reserves dates, suppliers, and team.

  • Changes: Client-requested changes (scope, date, venue, attendee count, show elements) may adjust fees and timelines via written change orders.

  • Approvals: Client approvals (creative, budgets, vendors, layouts) authorize production and related spend.

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3) Fees, expenses & payment

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  • Invoices: Deposit on acceptance; staged or final invoices per SOW.

  • Expenses: Pass-through costs (venues, vendors, materials, travel, freight) billed at cost + agreed handling (if any).

  • Payment terms: Due within [7–14] days of invoice unless otherwise stated. Late payments may incur [X%] monthly interest and pause of work.

  • Taxes: Client is responsible for applicable taxes/withholding unless stated otherwise.

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4) Client responsibilities

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  • Access & permissions: Provide timely information, approvals, venue access, and necessary permits/authorizations.

  • Content & rights: You warrant you have rights to use any content or marks you supply and grant us a limited license to use them for the project.

  • Safety & compliance: You agree to comply with applicable laws, venue rules, and safety guidelines.

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5) Vendors & third parties

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We may recommend or contract third-party vendors. We are not liable for their independent acts or omissions beyond our direct control; we will coordinate and manage them with reasonable care.

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6) Cancellations & rescheduling

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  • By client: Cancellation after deposit forfeits the deposit. Additional work performed and vendor cancellation fees are billable. Rescheduling is subject to availability and may incur additional costs.

  • By us: If we must cancel due to circumstances within our control, we will refund unearned fees.

  • Force majeure: Neither party is liable for events beyond reasonable control (e.g., extreme weather, government action, strikes, pandemics). We will work in good faith to mitigate and reschedule.

 

7) Intellectual property

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  • Our IP: Concepts, treatments, templates, documents, and methodologies remain ours unless transferred in writing. Upon full payment, you receive a non-exclusive license to use final deliverables for the agreed purpose.

  • Show documentation: Unless you object in writing, you grant us permission to document and discreetly showcase the project (photos/video/credits) for portfolio and case-study use, respecting confidentiality and any venue/guest restrictions.

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8) Confidentiality

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Each party will keep the other’s non-public information confidential and use it only for the project, except where disclosure is required by law.

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9) Warranties & disclaimers

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We provide services with reasonable skill and care. Except as stated in the SOW, services are provided “as is” without other warranties, express or implied.

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10) Limitation of liability

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To the maximum extent permitted by law, we are not liable for indirect, incidental, special, or consequential damages. Our total aggregate liability arising out of the services will not exceed the fees paid by you to us for the project in the twelve (12) months preceding the claim.

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11) Indemnity

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You agree to indemnify and hold us harmless from third-party claims arising from (a) content or materials you supply; (b) your breach of these Terms; or (c) your negligence or willful misconduct.

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12) Governing law & venue

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These Terms are governed by the laws of the United Arab Emirates. Exclusive jurisdiction and venue shall lie with the courts of Dubai, UAE (unless the parties agree in writing to DIFC courts or DIAC arbitration).

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13) Changes to Terms

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We may update these Terms from time to time. Continued use of our website or services after changes indicates acceptance.

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