Terms & Conditions

 
 

1. DEFINITIONS

1.1. In these terms, 

“Mooon” means Ganymede Productions Limited, its servants or agents; 

“Client” means the company or person accepting Mooon’s quotation or described overleaf on the quotation; 

“Quotation” means the document overleaf headed “Quotation ”; 

“Agreement ” means and is constituted by the Quotation and by these Terms and Conditions (the “Terms”); 

“Equipment” means all and each item of equipment referred to in this Agreement to be supplied by Mooon and all additions, alterations and replacements to the Equipment; 

“Dry Hire” means the hire of Equipment without labor supplied by Mooon; 

“Services” means the provision of labor including but not limited to labor for production planning, event management, equipment delivery, set-up, operation, removal and collection; 

“Period of Hire” means the period for which the Equipment and/or Service is hired as specified in the Quotation.

2. AGREEMENT

2.1. No Agreement between Mooon and the Client shall be deemed accepted unless and until Mooon has received and acknowledged receipt of a signed Agreement and Mooon has issued an order acceptance or invoice or by some other express act of acceptance on the part of Mooon or unless Mooon, in its discretion, waives any such requirement.

2.2. If for whatever reason the Client is unable to sign this Agreement, payment, by the client, of an invoice shall deem this agreement accepted.

2.3. Mooon may terminate this offer if this Agreement is not accepted within 14 calendar days, including the date of Quotation, or 10 working days before the first day of Period of Hire, whichever comes first.

2.4. The Client shall be responsible for the accuracy of any order but Mooon reserves the right to make changes in the manner of performance of Services to comply with health, safety and other applicable legal requirements.

2.5. Following acceptance of this Agreement, the Client may not terminate or cancel this Agreement except with Mooon’s written consent.

3. FEES & TERMS OF PAYMENT

3.1. Mooon’s charges for the provision of Equipment and/or Services shall be as stated in this Agreement. Any additional Equipment and/or Services required will be chargeable in addition.

3.2. A non-refundable deposit of 50% of the total amount of this Agreement, when invoiced, shall be received by Mooon in cleared funds on or before the date(s) specified for payment on the invoice; or, if none, 30 calendar days from the date of invoice or 3 working days prior to the date of supply of the Equipment and/or Services, whichever comes first.

 3.3. The Client shall pay all invoices and payment shall be received by Mooon in cleared funds in full on or before the date(s) specified for payment on the invoice; or, if none, 30 calendar days from the date of invoice.

3.4. Each payment due under this Agreement shall be paid on time without any deduction, set-off or counterclaim and in the currency stated in this Agreement.

3.5. The Client must notify in writing to Mooon to request a currency other than the currency stated on this Agreement and a fixed exchange rate shall be agreed upon by both Mooon and the Client and used for all payments in this Agreement.

3.6. An additional advance payment may be required beforehand if the Equipment is to be manufactured, or any process is to be applied to existing Equipment in accordance with the Client’s request.

3.7. If the Client is a person or a company incorporated overseas with no business in Hong Kong Special Administrative Regions of the People’s Republic of China (“Hong Kong”), a security equivalent to or more than the amount on this Agreement may be required to secure the full payment under this Agreement.

3.8. If payment is not received by Mooon in cleared funds by the due date, without limiting any other right or remedy, Mooon reserves the right to: cancel or suspend provision of Services and Equipment to the Client under this Agreement or any other agreement between the parties; apply any payment made by the Client (notwithstanding any express instruction by the Client) towards the discharge of any sums due to Mooon under this Agreement or any other agreement between the parties; and/or charge the Client compound interest (both before and after judgment) on the amount unpaid at the rate of 18 % per annum calculated on a daily basis until payment in full is received by Mooon in cleared funds, together with all costs, charges and expenses reasonably incurred by Mooon (including legal fees) in recovering overdue amounts.

3.9. If payment is not received by Mooon in cleared funds by the due date, any discounts quoted or agreed may be forfeited at Mooon’s discretion.

3.10. The Client shall be liable for continuing Equipment rental fees and/or an amount equal to its replace cost new: if Equipment is stolen, lost, damaged or destroyed, until it’s repair or replacement; and, in the case of Dry Hire or where the Client arrange transit, if Equipment is returned late, until date of its actual return to Mooon; and, if and until the conditions in 5.1 are met.

4. EQUIPMENT

4.1. Mooon shall provide the Equipment on hire and the Services and the Client shall accept the Equipment and engage the Services of Mooon at the venue described in this Agreement.

 4.2. Unless otherwise agreed in writing by Mooon, all Equipment supplied by Mooon is supplied on hire according with this Agreement. No title to or ownership interest in the Equipment shall pass to the Client or any third party.

4.3. Mooon will use reasonable efforts to ensure the Equipment is in good working condition on delivery and will provide the Services using reasonable care and skill and in accordance with this Agreement.

5. CLIENT’S OBLIGATIONS

5.1. The Client shall:

5.1.1. Grant and procure access, approval, and sufficient time, for Mooon and/or its agent to and from the Venue as Mooon may reasonably require to discharge its obligations;

5.1.2. Provide free of charge, an uninterrupted power supply; terminated in an appropriate connection and location; and other facilities as Mooon may reasonably require;

5.1.3. In the case where Mooon’s Services are dependent on the Client’s or its contractor providing on equipment or services, the Client shall ensure that the equipment is in good working order, of adequate quality and specification, and provided on time;

5.1.4. Obtain necessary licenses and consent relating to the Venue;

5.1.5. Not allow the Equipment to be interfered or operated other than by Mooon personnel (except in case of a Dry Hire);

5.1.6. Where there is an Equipment breakdown or malfunction, not attempt or arrange any repair without Mooon’s prior written authorization, and shall notify Mooon immediately;

5.1.7. Comply with all applicable legal requirements when carrying out its obligations under this Agreement;

5.1.8. Indemnify and keep Mooon and its officers, employees, agents or sub-contractors fully and effectively indemnified against all liabilities whatsoever arising out of the operation and/or use of Equipment (except in the event of loss, damage or injury negligently caused by Mooon and/or its officers, employees, agents or sub-contractors) and any breach by the Client of this Agreement, including without limitation loss, damage or injury caused by any negligent act or omission or misconduct of the Client and/or its officers, employees, agents or sub-contractors or any claims that infringes any intellectual property right of any third party, and all costs, claims, demands expenses and liabilities incurred.

5.1.9. Ensure that the Equipment when installed remains in place at the venue for the Period of Hire and that the venue is not required for any other purpose that would require the Equipment to be dismantled and re- installed.

5.2. In the case of Dry Hire only, the Client shall:

 5.2.1. Ensure the Equipment is delivered in complete in accordance with this Agreement and is in good order and working condition before the time of delivery to the Venue or, if earlier, delivery to the Client’s carrier.

5.2.2. Ensure the Equipment is only used in a proper manner in accordance to any law, not for any purpose that the Equipment was not designed for or reasonably suited and without any risk to health and safety.

5.2.3. Return the Equipment prior to expiration of Period of Hire in good order and working condition.

6. LIMITATION OF LIABILITY

6.1. The Client acknowledges that electronic Equipment may suffer from breakdowns or malfunction from time to time without fault and that consequence to the Client of breach of this Agreement by Mooon may be disproportionate to the full amount of this Agreement. The Client agrees that Mooon ’s (and Mooon ’s officers, employees, agents and sub- contractors) entire liability to the Client in respect of this Agreement and any breach of negligent act or omission shall be limited as follows:

6.1.1. All conditions, warranties and representations concerning the Services and Equipment, their state, quality, description, fitness for purpose or otherwise may be excluded to the fullest extent permitted by law; or except as provided in this Agreement

6.1.2. Mooon’s liability in respect of each event or series of connected events shall not exceed the total amount receivable by Mooon from this Agreement. In the case of recorded material, Mooon’s liability shall be limited to the cost of replacing blank media only and in the case of loss of or damage to physical property caused by Mooon’s negligence, Mooon’s liability shall not exceed the insured amount by Mooon’s insurance or the fee to replace the physical property;

6.1.3. Mooon will not be liable for any loss, damage or expense caused by any interruption or loss of use of Equipment, increased cost of working, delay, loss of profit or goodwill, special, consequential or indirect damage however caused, even if reasonably foreseeable or Mooon was advised of the risk of its occurrence;

6.1.4. The Client shall give Mooon reasonable details of any claim in writing without delay and no later than 90 days of occurrence of the matter giving rise to the claim;

6.1.5. Mooon’s liability in respect of death or personal injury resulting from Mooon’s negligence shall not exceed the insured amount by Mooon’s insurance.

6.2. The Client may request Mooon to accept higher limits of liability subject to payment of an additional charge.

 6.3. Mooon shall not be liable to the Client by reason of any delay or failure in performing Mooon 's obligations due to any cause beyond Mooon’s reasonable control including, without limitation, fire, typhoon, rainstorm, flood, material adverse weather conditions where Mooon shall not be entitled to install or take down all or any of the Equipment, interruption of power supply, war, act of terrorism or civil disturbance, industrial action or trade dispute or blockade, legal or governmental restriction or embargo (“Force Majeure”) . In the event of Force Majeure, if the Equipment has been installed at the Venue, the Client shall be liable to pay the full amount of this Agreement but otherwise the provisions of clause 2.5 shall apply

6.4. Mooon accepts no responsibility for loss or damage to any Equipment or materials of the Client or any third party, which Mooon may agree to store or transport, and any such Equipment or materials shall at all times be at the Client's risk.

7. TERMINATION

In addition to other provisions herein allowing termination or cancellation of this Agreement, this Agreement may be terminated under the following circumstances:

7.1. This Agreement shall forthwith terminate without notice if the Client (being an individual) dies or is subject to an interim order (within meaning of the Hong Kong Bankruptcy Ordinance CAP 6) or the presentation of a bankruptcy petition if applicable; or enters into any arrangement or composition with creditors; or (being a limited company) enters into compulsory or voluntary liquidation; or has a receiver appointed or a petition presented for its winding up or a winding up order is made against it; or has any distress, execution or other legal process made in respect of the Client's property; or if anything analogous to the foregoing under the laws of any jurisdiction occurs in relation to the Client.

7.2. Mooon may terminate this Agreement forthwith by notice without liability to the Client if:

7.2.1. The Client fails to pay in full any sum owing to Mooon or its affiliated company on its due date for payment and if the Client commits a breach of any other provision of this Agreement or any other agreement with Mooon or its affiliated company and in the case where the breach is capable of being remedied, fails to remedy such breach within 7 calendar days;

7.2.2. Performance by Mooon is prevented by Force Majeure;

7.2.3. The Client is unable to obtain insurance for the Equipment and Mooon ’s personnel and insurance premiums on terms up to Mooon’s satisfaction.

7.3. Upon termination, all sums due under this Agreement shall become immediately payable by the Client and in the case of Dry Hire, the Client shall no longer be in possession of the Equipment with Mooon’s consent and the Client shall return the Equipment to Mooon in good working condition and all costs and expenses incurred by Mooon in location, repossessing or restoring the Equipment.

7.4. Termination or cancellation shall not limit any other right or remedy of either party against the other under this Agreement or at law and all sums then owing to Mooon by the Client shall become immediately due and payable.

8. CONFIDENTIALITY

8.1. Each party shall treat as it does with its own confidential information all information obtained from the other pursuant to this Agreement that is marked "confidential" or the equivalent or has the necessary quality of confidence.

9. GENERAL

9.1. If the Client consists of more than one legal entity, they shall be liable both jointly and severally.

9.2. No person other than Mooon and the Client shall have any rights under or to enforce this Agreement. Neither party shall assign or otherwise transfer any of its rights or obligations under this Agreement except that Mooon may sub- contract all or any of its obligations to its affiliated companies or a competent third party without the approval of the Client.

9.3. Any typographical or clerical error or omission in documents issued by Mooon may be corrected without liability on part of Mooon.

9.4. Any notice under this Agreement shall be in writing and may be served by hand, pre-paid first class post or airmail to its address set out in this Agreement. A confirming copy of any notice served by email shall be sent by post within 48 hours of transmission.

9.5. Delay shall not prevent Mooon enforcing any provision of this Agreement. Any waiver of a breach of this Agreement shall not operate as a waiver of a later breach of the same or any other provision.

9.6. The validity of the provision shall not be affected if any provision of this Agreement is held to be invalid or unenforceable in whole or in part.

9.7. Headings in this Agreement are included for convenience only and shall not affect interpretation.

9.8. This Agreement shall be governed and construed in accordance with the laws of the Hong Kong. The parties agree to submit to the exclusive jurisdiction of the Courts in Hong Kong.