In this Agreement, unless the context otherwise requires, the following expressions shall bear the meanings respectively ascribed to them hereunder, and cognate expressions shall be construed accordingly.

"Event" shall mean the wedding or private celebration more particularly described in the Event Particulars section of this Agreement, including all ancillary and related activities, pre-Event functions, rehearsals, receptions and post-Event activities contemplated hereunder or subsequently agreed in writing between the Parties.

"Services" shall mean the planning, coordination, procurement, management and supervisory services to be rendered by the Planner in connection with the Event, as more particularly described in the Scope of Services section hereof, together with all such ancillary and incidental services as may reasonably be required for the proper performance thereof.

"Vendors" shall mean, collectively, all third-party suppliers, contractors, caterers, florists, musicians, photographers, officiants, venues, rental companies and any other persons or entities engaged for the purpose of supplying goods or services in connection with the Event, whether engaged by the Planner in its own name or otherwise.

"Fee" shall mean the flat fee payable by the Client to the Planner in consideration of the Services rendered pursuant to this Agreement, in the amount and upon the terms set forth in the Planner's Fee and Payment Schedule section hereof.

"Budget" shall mean the aggregate monetary allocation agreed between the Parties for the Event, including the Fee, Vendor costs, taxes, gratuities, contingencies and all other foreseeable expenses, as set forth and updated pursuant to the Budget and Financial Management section hereof.

"Confidential Information" shall mean all non-public information disclosed by one Party to the other in connection with this Agreement, whether oral, written, electronic or otherwise, including without limitation personal information concerning the Client, guest lists, financial information, correspondence and the terms of this Agreement itself.

The headings used in this Agreement are inserted for convenience of reference only and shall not affect the construction or interpretation hereof. Words importing the singular shall include the plural and vice versa, and words importing any gender shall include all genders.

The Client hereby engages the Planner, and the Planner hereby accepts such engagement, to render the Services in connection with the Event upon and subject to the terms and conditions of this Agreement.

The engagement hereunder shall commence on the Effective Date and shall continue in full force and effect until the completion of all post-Event wrap-up activities contemplated hereunder, unless sooner terminated in accordance with the provisions of this Agreement.

The Planner shall render the Services as an independent contractor, and nothing contained herein shall be construed as creating any relationship of employment, partnership, joint venture, agency (save as expressly provided) or fiduciary nature between the Parties.

The Planner shall be entitled, but not obliged, to delegate any portion of the Services to qualified employees, subcontractors or associates of its own selection, provided that the Planner shall remain responsible to the Client for the proper performance of such delegated obligations.

The engagement is granted on a non-exclusive basis insofar as the Planner's broader business is concerned, and nothing herein shall preclude the Planner from undertaking engagements of a similar or dissimilar nature for other clients concurrently herewith.

The Planner shall perform the Services with reasonable skill, care and diligence consistent with the standards customarily observed by professional event planners of comparable standing, but does not warrant any particular outcome, aesthetic result or guest satisfaction, each of which is inherently subjective.

The Client acknowledges that the Planner has been selected on the basis of its professional judgement and creative discretion, and the Client agrees to afford the Planner reasonable latitude in the exercise of such judgement and discretion in the rendering of the Services.

The Client expressly authorises and instructs the Planner to contract directly with Vendors in the Planner's own name for the supply of all goods and services required for the Event, and the Client acknowledges and accepts that the Planner shall be the contractual counterparty of record vis-à-vis such Vendors.

Notwithstanding the foregoing, all sums payable to Vendors shall ultimately be borne by the Client, whether by way of advance funding to the Planner, direct reimbursement, or as a pass-through component of the Budget, and the Client shall indemnify and hold the Planner harmless against any liability incurred by the Planner to Vendors in respect of the Event.

The Planner shall exercise reasonable care in the selection of Vendors, having regard to availability, pricing, reputation and suitability for the Event, but shall not be liable for any act, omission, default, delay, breach, insolvency or misconduct of any Vendor, each of whom shall be deemed to be an independent third party.

The Client shall have the right to request specific Vendors; however, the Planner reserves the right to decline to engage any Vendor whose terms, standards, reputation or commercial conduct the Planner, acting reasonably, considers unacceptable, in which case the Client may contract with such Vendor directly, outside the scope of this Agreement and at the Client's sole risk.

Vendor deposits, retainers and advance payments shall generally be non-refundable in accordance with each Vendor's own terms, and the Client acknowledges that any cancellation or modification of Vendor arrangements may result in forfeiture of sums paid or trigger cancellation charges, all of which shall be for the Client's account.

The Planner shall provide the Client, upon reasonable written request, with summary information concerning Vendor engagements undertaken on the Client's behalf, including the identity of the Vendor, the nature of the goods or services, and the aggregate contract value, but shall not be obliged to disclose the underlying Vendor contracts or the Planner's internal pricing arrangements with Vendors.

Any commissions, rebates, discounts, trade allowances or other benefits received by the Planner from Vendors in the ordinary course of its business shall be retained by the Planner for its own account, and the Client shall have no claim thereto.

Where the Client elects to contract with any Vendor directly, the Planner's role in respect of that Vendor shall be limited to such coordination as may reasonably be required, and the Planner shall bear no responsibility whatsoever for such Vendor's performance, pricing, insurance or conduct.

The Planner shall render such of the following services as are reasonably required for the proper planning, coordination and execution of the Event: initial consultation and conceptual design; development of an overall theme, style and visual direction; preparation and periodic revision of the Event timeline, run-sheet and production schedule.

The Planner shall assist the Client in the selection and securing of a suitable venue, shall liaise with the venue management regarding logistical, operational and contractual matters, and shall coordinate site inspections, floor plans, layouts and technical requirements.

The Planner shall identify, solicit proposals from, negotiate with and engage Vendors on the Client's behalf in accordance with the preceding section, shall review and process Vendor invoices, and shall maintain records of Vendor arrangements for the duration of the engagement.

The Planner shall coordinate design elements, including floral arrangements, décor, lighting, stationery, signage and ambient styling, in a manner consistent with the agreed concept and within the parameters of the Budget.

The Planner shall provide on-site coordination and supervision on the day of the Event (and, where applicable, on any rehearsal or pre-Event day), including the direction of Vendors, oversight of set-up and strike, management of the Event timeline, and handling of such minor contingencies as may arise.

The Planner shall provide reasonable guest management support, including assistance with invitations, RSVP tracking, seating arrangements and accommodation coordination, to such extent as may be agreed between the Parties.

The following matters shall be expressly excluded from the Services unless otherwise agreed in writing: legal, taxation, immigration or religious advice; procurement or administration of insurance for the Client; obtaining of permits or licences in the Client's own name; and any services not reasonably incidental to the planning and execution of the Event.

The Planner shall furnish the Client with periodic progress reports and updates at such intervals as the Planner deems appropriate, and shall be available for consultation during ordinary business hours of [Local Business Hours] on business days.

The Event is intended to be a wedding or private celebration of the following general description: [Brief Description of Event, including type of celebration and style].

The Event shall be held on [Event Date], commencing at approximately [Start Time] and concluding at approximately [End Time], subject to the venue's permitted hours and any applicable regulatory restrictions.

The Event shall take place at [Venue Name and Address], or at such alternative venue as may be agreed between the Parties in writing in the event of unavailability of the primary venue.

The anticipated number of guests is approximately [Number of Guests], subject to final confirmation not later than [Number] days prior to the Event; any material increase or decrease from this estimate may necessitate a corresponding adjustment to the Budget and the Scope of Services.

The agreed theme, style and principal aesthetic parameters of the Event shall be as developed collaboratively between the Parties during the planning process, and as may be recorded in design briefs, mood boards, production schedules and similar working documents prepared by the Planner from time to time.

The Client shall nominate [Name of Client Representative] as its sole point of contact for all matters arising under this Agreement, and all communications, approvals, consents and instructions shall be given or received by such representative on behalf of the Client, who shall be deemed fully authorised in that regard.

Any particulars of the Event not expressly addressed herein shall be settled by the Parties in the ordinary course of the planning process, with the Planner exercising reasonable professional judgement where the Client has not provided specific direction.

The Client may cancel the Event and terminate this Agreement at any time by delivering written notice to the Planner, subject always to the cancellation charges hereinafter set forth, which the Parties agree represent a genuine pre-estimate of the Planner's loss and are not a penalty.

Upon cancellation by the Client, the following cancellation charges shall apply in respect of the Fee: (i) if cancellation occurs more than [Number] days prior to the Event, the Client shall forfeit [Percentage]% of the Fee; (ii) if cancellation occurs between [Number] and [Number] days prior to the Event, the Client shall forfeit [Percentage]% of the Fee; and (iii) if cancellation occurs within [Number] days of the Event, the Client shall be liable for the full Fee.

In addition to the Fee-related cancellation charges, the Client shall be liable in full for all Vendor charges, cancellation fees, non-refundable deposits and third-party costs incurred or committed by the Planner on the Client's behalf prior to the effective date of cancellation.

The Client may request postponement of the Event, which request the Planner shall endeavour to accommodate subject to the Planner's availability on any proposed replacement date; postponement shall not be deemed effective until the Planner has confirmed the new date in writing.

In the event of postponement, the Client shall remain liable for all costs incurred to date, shall bear all additional Vendor charges arising from the change of date, and shall pay to the Planner a postponement administration fee of [Currency] [Amount], or such other amount as the Parties may agree in writing.

The Planner may terminate this Agreement by written notice to the Client in the event of (i) any material breach by the Client which, being capable of remedy, remains unremedied for a period of [Number] days following written notice requiring its remedy; (ii) any failure by the Client to make any payment when due hereunder; or (iii) any conduct by the Client or its invitees which the Planner, acting reasonably, considers abusive, unlawful, unsafe or incompatible with the Planner's professional standards.

Upon termination by the Planner pursuant to the preceding clause, the Client shall remain liable for the full Fee and all Vendor costs incurred or committed as at the date of termination, as if the Client had itself cancelled the Event on such date.

All sums paid by the Client prior to cancellation or termination shall be applied first towards cancellation charges and outstanding Vendor costs, and any balance shall be refunded or invoiced, as the case may be, within [Number] days of the effective date of cancellation or termination.

Any change, addition, deletion, substitution or other variation to the Services, the Event particulars, the Budget or any Vendor arrangement (a "Change") shall be requested by the Client in writing and shall be subject to the Planner's acceptance, such acceptance not to be unreasonably withheld but being always subject to feasibility, timing and commercial considerations.

Upon receipt of a Change request, the Planner shall advise the Client of the anticipated impact of the proposed Change upon the Budget, the Fee, the timeline, Vendor arrangements and the overall feasibility of the Event, and the Change shall take effect only upon the Client's written confirmation of acceptance of such impact.

The Planner shall be entitled to increase the Fee or to charge additional fees in respect of any Change which materially increases the scope, complexity or duration of the Services, at the Planner's standard hourly rate of [Currency] [Amount] per hour or on such other basis as the Parties may agree.

Any Change requested within [Number] days of the Event shall be deemed a "Late Change" and may, at the Planner's discretion, attract a late variation surcharge of [Percentage]% of the direct cost of the Change, in addition to any underlying Vendor charges and administration costs.

The Planner shall be entitled, acting reasonably and in good faith, to make minor operational, logistical or aesthetic adjustments to the Event without the Client's prior approval where such adjustments are necessary to ensure the proper execution of the Event and do not materially affect the overall character or cost thereof.

Where any Change is necessitated by circumstances beyond the Planner's reasonable control, including Vendor unavailability, regulatory requirements or venue restrictions, the Planner shall not be liable for any resulting modification to the Event, provided that the Planner shall promptly notify the Client and shall use reasonable endeavours to procure a suitable alternative.

No Change shall be effective unless and until recorded in a written instrument (which may be in electronic form, including email correspondence) and acknowledged by both Parties.

The Parties shall agree upon a provisional overall Budget for the Event, which shall include the Fee, estimated Vendor costs, taxes, gratuities, contingencies and all other foreseeable expenses, in the aggregate amount of approximately [Currency] [Amount].

The Budget is an estimate only, prepared on the basis of information available at the time of its preparation, and shall not constitute a warranty, guarantee or binding undertaking by the Planner as to the ultimate cost of the Event; actual costs may vary by reason of Changes, Vendor pricing fluctuations, guest number variations and other factors.

The Client shall advance to the Planner such funds as are reasonably required to meet Vendor deposits, retainers and progress payments, in accordance with a payment schedule to be agreed from time to time in the ordinary course of the planning process; the Planner shall not be obliged to incur any Vendor commitment in respect of which funds have not been advanced or secured.

The Planner shall hold advanced Vendor funds in a manner consistent with its ordinary business practices, and shall apply such funds solely towards the payment of Vendor costs incurred on the Client's behalf; the Planner shall not be obliged to hold such funds in a segregated or trust account unless so required by applicable law.

The Planner shall maintain reasonable records of expenditure incurred on the Client's behalf and shall furnish the Client, upon reasonable request, with a summary account of such expenditure; the Client acknowledges that detailed Vendor pricing may be redacted or presented in aggregate form to protect the Planner's commercial relationships.

Any cost overrun in excess of [Percentage]% of any Budget line item shall be notified to the Client in advance where practicable, and the Client shall be liable for all such overruns save to the extent attributable to the Planner's gross negligence or wilful default.

Any unutilised balance of Client-advanced funds remaining upon completion of the Event shall be refunded to the Client within [Number] days of final reconciliation, net of any outstanding Fees, charges, overruns or reimbursable expenses.

The Planner's internal pricing arrangements with Vendors, including trade discounts, commissions and rebates, shall not form part of the Budget disclosed to the Client and shall be retained by the Planner for its own account in accordance with the Vendor and Supplier Arrangements section hereof.

In consideration of the Planner's rendering of the Services, the Client shall pay to the Planner a flat fee in the amount of [Currency] [Amount] (the "Fee"), exclusive of all applicable taxes, duties and levies, which shall be borne by the Client in addition thereto.

The Fee shall be payable in accordance with the following schedule: (i) a non-refundable retainer of [Percentage]% of the Fee upon execution of this Agreement; (ii) [Percentage]% of the Fee on or before [Date or Milestone]; (iii) [Percentage]% of the Fee on or before [Date or Milestone]; and (iv) the balance of [Percentage]% of the Fee not later than [Number] days prior to the Event.

The retainer referred to in the preceding clause is in consideration of the Planner reserving the Event date and committing resources to the engagement, and shall be non-refundable under any circumstances save gross negligence or wilful default on the part of the Planner.

All amounts payable hereunder shall be paid by electronic bank transfer to the Planner's nominated bank account, particulars of which shall be furnished upon invoicing, and shall be made in [Currency] without set-off, counterclaim, deduction or withholding of any kind.

If any sum payable by the Client is not paid when due, the Planner shall be entitled, without prejudice to any other right or remedy, to (i) charge interest on the overdue sum at the rate of [Percentage]% per month, accruing daily and compounded monthly, from the due date until payment in full; (ii) suspend performance of the Services; and (iii) terminate this Agreement in accordance with the Cancellation and Postponement section hereof.

Vendor costs, reimbursable expenses, taxes, gratuities and all other sums (other than the Fee) shall be invoiced to the Client separately as and when incurred or anticipated, and shall be payable within [Number] days of the date of each invoice, or by such earlier date as may be necessary to meet Vendor payment deadlines.

The Fee is predicated upon the Event particulars set forth herein; any material increase in scope, complexity or scale shall entitle the Planner to a corresponding upward adjustment of the Fee pursuant to the Changes and Variations section hereof.

The Planner shall have no obligation to attend, oversee or render Services at the Event, nor to make final Vendor payments, if any portion of the Fee or any other sum due hereunder remains unpaid at the Event date.

The Client shall at all times cooperate with the Planner in good faith and shall provide the Planner, in a timely manner, with all information, instructions, approvals, decisions, documentation and access reasonably required for the proper performance of the Services.

The Client shall respond to requests for approval, information or instruction within [Number] business days of such request, failing which the Planner shall be entitled to proceed on the basis of the Planner's reasonable professional judgement, and the Client shall be bound by any resulting decision.

The Client shall ensure the accuracy and completeness of all information furnished to the Planner, including guest lists, dietary requirements, contact details, preferences and specifications, and the Planner shall bear no liability for consequences arising from inaccurate, incomplete or outdated information.

The Client shall make timely payment of all sums due hereunder, both to the Planner and (where applicable) directly to Vendors, and shall ensure that funds advanced for Vendor payments are provided in sufficient time to meet Vendor payment deadlines.

The Client shall conduct itself, and shall use reasonable endeavours to procure that its guests, invitees and family members conduct themselves, in a lawful, respectful and reasonable manner in dealings with the Planner, Vendors, venue personnel and other third parties.

The Client shall obtain, at its own cost, any permits, licences, authorisations, religious officiations or similar approvals required to be held in the Client's own name for the lawful conduct of the Event, save for those which, by their nature, must be obtained by the Planner or a Vendor.

The Client shall promptly notify the Planner of any matter which may materially affect the Event, including changes of circumstance, disputes with Vendors, incidents at site inspections, or any complaint or concern regarding the Services.

Any failure by the Client to comply with its obligations under this section shall relieve the Planner of any corresponding obligation, and shall entitle the Planner to any additional time and cost reasonably attributable to such failure.

Neither Party shall be liable to the other for any failure or delay in the performance of its obligations hereunder (other than obligations for the payment of money) to the extent such failure or delay is caused by an event beyond its reasonable control, including without limitation acts of God, natural disasters, severe weather, epidemics, pandemics, public health emergencies, war, terrorism, civil unrest, strikes, labour disputes, governmental orders, venue closures or utility failures (a "Force Majeure Event").

The Party affected by a Force Majeure Event shall promptly notify the other Party in writing, specifying the nature of the event, its anticipated duration and the obligations affected, and shall use reasonable endeavours to mitigate the effects thereof.

The occurrence of a Force Majeure Event shall not entitle the Client to any refund of the Fee or any sums paid or committed to Vendors, save to the extent such sums are actually recovered by the Planner from the relevant Vendors, net of any administration or recovery costs.

Where a Force Majeure Event prevents the Event from taking place on the scheduled date, the Parties shall cooperate in good faith to reschedule the Event to a mutually convenient alternative date, subject to the availability of the Planner, the venue and the relevant Vendors.

Any rescheduling pursuant to this section shall be subject to such additional costs, Vendor charges and administration fees as may be reasonably incurred, all of which shall be for the account of the Client.

If a Force Majeure Event continues for a period in excess of [Number] days or renders the Event incapable of being held within [Number] months of the originally scheduled date, either Party may terminate this Agreement by written notice to the other, in which event the financial consequences shall be determined in accordance with the Cancellation and Postponement section hereof, as if the Client had cancelled the Event.

The Planner shall not be deemed to be in breach of this Agreement, nor liable in any way, for any consequence of a Force Majeure Event, including the unavailability of Vendors, venues, personnel or materials.

To the maximum extent permitted by applicable law, the aggregate liability of the Planner to the Client arising out of or in connection with this Agreement, whether in contract, tort (including negligence), breach of statutory duty, misrepresentation or otherwise, shall not exceed an amount equal to the Fee actually received by the Planner from the Client under this Agreement.

In no event shall the Planner be liable to the Client for any indirect, incidental, consequential, special, exemplary or punitive damages, nor for any loss of profits, loss of anticipated savings, loss of opportunity, loss of enjoyment, emotional distress, disappointment or loss of goodwill, howsoever arising, even if the possibility of such damages was known or foreseeable.

The Planner shall not be liable for any act, omission, default, delay, insolvency, misconduct or breach on the part of any Vendor, venue operator, independent contractor or other third party, each of whom shall be deemed independent of the Planner notwithstanding the Planner's role in their engagement.

The Planner shall not be liable for any damage, loss or injury suffered by any guest, invitee, attendee or other third party at or in connection with the Event, nor for any loss of or damage to any property brought onto the Event premises by the Client or any guest.

The Planner shall not be liable for any failure of or defect in the venue, catering, floral arrangements, entertainment, photography, videography, transportation or other goods or services supplied by Vendors, save to the extent such failure is directly caused by the Planner's gross negligence or wilful default.

Nothing in this Agreement shall exclude or limit the liability of either Party for (i) death or personal injury caused by its negligence; (ii) fraud or fraudulent misrepresentation; or (iii) any other liability which cannot lawfully be excluded or limited.

The Client acknowledges that the limitations and exclusions set forth in this section are reasonable in light of the nature of the Services, the Fee payable hereunder and the inherently subjective nature of event satisfaction, and that the Planner would not have entered into this Agreement in the absence of such limitations and exclusions.

The Client shall indemnify, defend and hold harmless the Planner, together with its directors, officers, employees, agents, subcontractors and representatives (collectively, the "Indemnified Parties"), from and against any and all claims, demands, actions, proceedings, losses, damages, liabilities, costs and expenses (including reasonable legal fees on a full indemnity basis) which may be suffered or incurred by any Indemnified Party arising out of or in connection with:

(i) any breach by the Client of its obligations, representations or warranties under this Agreement;

(ii) any act or omission of the Client, its guests, invitees, family members or representatives in connection with the Event, including any damage caused to the venue, Vendor property or third-party property;

(iii) any claim brought by any Vendor against the Planner arising from the Client's failure to fund, cancellation, postponement or breach of any Vendor-related obligation;

(iv) any claim brought by any guest, invitee or third party in respect of injury, loss, damage or dissatisfaction arising out of or in connection with the Event, save to the extent directly caused by the gross negligence or wilful default of the Planner;

(v) any infringement by the Client of any intellectual property, publicity, privacy or data protection rights of any third party in connection with the Event or any materials furnished to the Planner by the Client.

The Planner shall promptly notify the Client of any claim in respect of which indemnity is sought, shall afford the Client the opportunity to assume the defence of such claim (subject to the Planner's reasonable approval of defence counsel), and shall provide reasonable cooperation in connection therewith, at the Client's cost.

The Client shall not settle or compromise any claim in a manner which imposes any obligation or liability on any Indemnified Party, or which contains any admission of fault or wrongdoing by any Indemnified Party, without the prior written consent of the affected Indemnified Party.

The indemnities set forth in this section shall survive the termination or expiration of this Agreement and shall be in addition to, and not in substitution for, any other rights or remedies available to the Indemnified Parties.

The Planner shall maintain in force throughout the term of this Agreement professional liability insurance and public liability insurance in such amounts and on such terms as the Planner considers appropriate for its business, and shall furnish evidence thereof to the Client upon reasonable request.

The Client acknowledges that the Planner's insurance is intended to cover the Planner's own activities and liabilities, and does not extend to the Client, the Client's guests, the venue, Vendors or any third party.

The Client shall be solely responsible for arranging, at its own cost, such insurance cover as the Client considers appropriate in respect of the Event, including without limitation wedding or event cancellation insurance, liability insurance covering the Client and its guests, and insurance in respect of gifts, attire, jewellery and other personal property brought to the Event.

The Planner strongly recommends that the Client obtain comprehensive event cancellation and liability insurance, and the Client acknowledges that it has been so advised; the Client's decision whether or not to obtain such insurance is at the Client's sole discretion and risk.

Vendors shall be required to maintain their own insurance in accordance with their respective trade standards; the Planner does not warrant the adequacy of Vendor insurance and bears no responsibility for Vendor insurance claims or shortfalls.

The Client shall promptly notify the Planner of any incident at or in connection with the Event which may give rise to an insurance claim, and shall provide reasonable cooperation in connection with any such claim.

Nothing in this section shall be construed as requiring the Planner to maintain insurance in respect of any risk which is properly for the account of the Client, any Vendor or any third party.

All intellectual property rights in any design concepts, mood boards, floor plans, timelines, production schedules, supplier lists, templates, materials, documentation and other works created or developed by the Planner in connection with this Agreement (collectively, "Planner Materials") shall remain the sole and exclusive property of the Planner.

The Client is granted a non-exclusive, non-transferable, royalty-free licence to use the Planner Materials solely for the purposes of the Event and for the Client's personal, non-commercial retention thereof; any other use, including reproduction, distribution, publication or exploitation, is strictly prohibited without the Planner's prior written consent.

The Client hereby grants to the Planner a non-exclusive, perpetual, worldwide, royalty-free licence to photograph, video-record and otherwise document the Event and the venue, and to use the resulting images, recordings and other materials (collectively, "Event Images") for the Planner's portfolio, website, social media, marketing materials, award submissions, press publications and any other promotional purposes connected with the Planner's business.

The licence granted in the preceding clause extends to the use of Event Images depicting the Client, the Client's family members, guests and the Event itself, and the Client warrants that it has obtained, or shall obtain, all necessary consents from such persons to permit such use by the Planner.

Where the Client reasonably requires the Planner to anonymise or obscure particular individuals or sensitive features in any Event Image used for promotional purposes, the Client shall so notify the Planner in writing in advance of the Event, and the Planner shall use reasonable endeavours to accommodate such request.

The Client shall not use the Planner's name, logo, trade marks or likeness for any commercial purpose, nor publish any statement concerning the Planner (whether complimentary or otherwise), without the Planner's prior written consent; constructive feedback provided privately to the Planner shall not require consent.

Any photographs, video recordings or other materials created by professional Vendors (such as the official Event photographer or videographer) shall be governed by the terms of the respective Vendor's own contract, and nothing herein shall confer upon the Planner any rights in such materials beyond those granted by the Vendor.

Each Party undertakes to treat as confidential, and not to disclose to any third party, any Confidential Information of the other Party which comes into its possession in connection with this Agreement, save as expressly permitted hereunder.

The foregoing obligation shall not apply to information which (i) is or becomes publicly available otherwise than through a breach of this Agreement; (ii) was lawfully in the possession of the receiving Party prior to disclosure; (iii) is independently developed without reference to the disclosed information; or (iv) is required to be disclosed by law, court order or competent regulatory authority.

The Planner may disclose Confidential Information to its employees, subcontractors, Vendors and professional advisers on a need-to-know basis for the purposes of performing the Services, provided that such recipients are bound by equivalent obligations of confidentiality.

The Planner shall process any personal data of the Client, the Client's family members and guests in accordance with applicable data protection laws and solely for the purposes of performing the Services, including communication, Vendor coordination, guest management and ancillary administrative functions.

The Client warrants that it has obtained all necessary consents and provided all necessary notices to enable the lawful disclosure to the Planner of any personal data of third parties (including guests and family members) furnished to the Planner in connection with the Event.

The Planner may retain records relating to the Event, including Client correspondence, Vendor documentation and financial records, for such period as may be required by applicable law or by the Planner's ordinary record-retention practices, following which such records may be securely destroyed.

The obligations of confidentiality set forth in this section shall survive the termination or expiration of this Agreement for a period of [Number] years, save in respect of information which constitutes a trade secret, for which the obligations shall continue indefinitely.

This Agreement, and any dispute, claim or controversy (whether contractual or non-contractual) arising out of or in connection with it or its subject matter or formation, shall be governed by, and construed in accordance with, the laws of [Country/Jurisdiction], without regard to its conflict of laws principles.

The Parties shall endeavour to resolve any dispute arising hereunder amicably by good-faith negotiation between duly authorised representatives, who shall meet (whether in person or by electronic means) within [Number] days of written notice of the dispute by one Party to the other.

If any dispute is not resolved by negotiation within [Number] days of the commencement thereof, the Parties shall, before commencing any formal proceedings, attempt to resolve the dispute through mediation administered by a mutually agreed mediator or mediation body in [Jurisdiction/City].

Failing resolution by mediation within [Number] days of commencement thereof, any dispute arising out of or in connection with this Agreement, including any question regarding its existence, validity or termination, shall be finally resolved by [the courts of [Jurisdiction/City], which shall have exclusive jurisdiction] / [arbitration under the rules of [Arbitral Institution] by [Number] arbitrator(s) in [Seat of Arbitration], conducted in the [Language] language].

Notwithstanding the foregoing, either Party may seek urgent injunctive or interim relief from any court of competent jurisdiction in respect of any actual or threatened breach of this Agreement, including breach of confidentiality or intellectual property obligations, without first resorting to negotiation, mediation or arbitration.

The costs of any mediation, arbitration or litigation shall be borne as determined by the mediator, arbitrator or court, as the case may be, provided that each Party shall initially bear its own legal costs.

The Parties expressly waive, to the fullest extent permitted by law, any right to a jury trial in respect of any dispute arising out of or in connection with this Agreement.

This Agreement, together with all documents expressly incorporated herein by reference, constitutes the entire agreement between the Parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, understandings, negotiations, representations and discussions, whether oral or written.

No amendment, modification or variation of this Agreement shall be effective unless made in writing and signed by both Parties; electronic signatures and email exchanges expressly accepting a variation shall be deemed to satisfy this requirement where the context so indicates.

No waiver by either Party of any breach or default hereunder shall be deemed a waiver of any subsequent breach or default of a similar or different nature, nor shall any delay or failure to exercise any right or remedy constitute a waiver thereof.

If any provision of this Agreement is held by a court or other competent authority to be invalid, illegal or unenforceable, in whole or in part, such provision shall be deemed modified to the minimum extent necessary to render it valid, legal and enforceable, and the remaining provisions shall continue in full force and effect.

Neither Party may assign, transfer, sublicense or otherwise dispose of its rights or obligations under this Agreement without the prior written consent of the other, save that the Planner may assign this Agreement to any successor in business or affiliate without such consent.

All notices, consents, approvals and other communications required or permitted hereunder shall be in writing and shall be delivered personally, by prepaid courier, by registered post or by email to the addresses specified in this Agreement or such other address as a Party may notify in writing from time to time; notice shall be deemed given upon receipt (or, in the case of email, upon transmission subject to confirmation of delivery).

Nothing in this Agreement is intended to confer, nor shall confer, any benefit, right or remedy upon any person who is not a Party hereto, save as expressly provided herein.

This Agreement may be executed in counterparts (including by electronic means and electronic signature), each of which shall be deemed an original and all of which together shall constitute one and the same instrument.

The provisions of this Agreement which by their nature are intended to survive termination or expiration (including those relating to Fees already accrued, limitation of liability, indemnification, confidentiality, intellectual property and dispute resolution) shall so survive.