RFPVenue · Legal
Platform Terms of Service
Version 4 · Effective
RFPVenue is a trading name of My Island Solutions Ltd, a company registered in England & Wales (company no. 14082673). Registered office: 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ, United Kingdom. Contact: info@rfpvenue.com.
RFPVenue operates as an AGENT only and is NOT a party to, and not the merchant of record for, the booking contract, which is solely between the buyer and the hotel. The platform facilitates sourcing, comparison, reverse auction and award, and invoices the hotel a commission on awarded value. No payment for the booking is processed by the platform.
These Platform Terms govern use of the RFPVenue platform and incorporate the Buyer Terms (buyers) or Supplier Terms (hotels), the Refund & Cancellation Policy, and the Privacy and Cookie Policies.
Key financial limits. RFPVenue's General Cap is the greatest of £50,000, 125% of Fees in the current Liability Year and 125% of Fees in the preceding Liability Year. Its Enhanced Cap is the greater of £100,000 and the General Cap. These are one shared annual aggregate, not limits which stack. The standard platform supports no more than £100,000 of aggregate Awarded Value per event or connected series; higher limits require signed bespoke terms. This summary does not replace clauses 4A and 7.
1. Business use only. The platform is available only to persons acting wholly or mainly for purposes relating to their trade, business, craft or profession and is not available to consumers. By registering or accepting these terms you confirm that you act on that basis for the contracting legal entity identified in your account. 2. Accounts, Customer & authority. "Customer" means the buyer company or supplier legal entity identified in the account, not an individual user or, unless it is itself that legal entity, a venue or property. You must keep the Customer's legal name, registration details and account details accurate and warrant that you have authority to bind that Customer. All users acting for the same Customer share the limits and aggregates in clause 7; creating additional users, accounts, properties or briefs does not create additional limits. 3. Agency & contract formation. RFPVenue acts as agent to introduce buyers and hotels and is never a party to, and never the merchant of record for, the booking contract. The sequence is: (a) A hotel's offer is either submitted by an authorised user for the supplier legal entity linked to that property, or seeded by an operator on its behalf. A seeded offer is indicative sourced pricing. It is not binding on the supplier, and no commission is payable on it, until an authorised user for that supplier accepts the current Supplier Terms. (b) The buyer awards a ranked offer. An award is a commitment by the buyer to proceed in good faith to a booking contract with that hotel on the awarded terms. An award is NOT itself the booking contract and does not by itself bind either party to the booking. (c) Where the awarded offer had already been confirmed by the hotel, the hotel is equally committed to proceed in good faith on the awarded terms. (d) Where the awarded offer was operator-seeded and the hotel has not confirmed it, the award is recorded but the supplier is not bound by it, and no commission is invoiced, unless and until an authorised user for the supplier accepts the current Supplier Terms. The award is held in that state and re-checked; it does not expire automatically. If the hotel does not confirm, contact us and we may seek to assist with an alternative — the platform does not automatically re-award to the next-ranked offer. (e) The booking contract is formed directly between the buyer and the hotel when they enter the hotel's booking agreement. RFPVenue is not a party to it, holds no booking funds, and gives no warranty as to the other party's performance. 4. Auction rules. Reverse-auction bids are price-down-only, may not be increased once submitted, and are binding on the bidding hotel as offers capable of being awarded under clause 3. 4A. Standard-form awarded-value ceiling. The standard platform service supports aggregate Awarded Value of no more than £100,000 for an event or series of connected events. Briefs which concern substantially the same event, including related requirements split by date, venue, location, department, account or procurement route, form one connected series. The Customer must identify any existing connected brief when creating a brief and must not split connected requirements to avoid the ceiling. Each brief must record its event start and end dates before it can be locked. To assist enforcement, the platform automatically groups briefs recorded against the same Customer account where their normalised location labels match (including configured metropolitan aliases) and their date ranges overlap or are adjacent. That automatic grouping is an enforcement aid and does not narrow the meaning of connected events or replace the Customer's obligation to identify them. Where evidence shows that two automatically grouped briefs concern genuinely independent events, RFPVenue may record an operations determination that they are not connected, but the Customer cannot separate them itself. RFPVenue may review related briefs and refuse or block a brief, offer or award where the connection is unresolved or the aggregate ceiling would be exceeded. Non-sterling amounts are converted using a current, dated Bank of England spot rate stored against the brief when it is locked or, where that source does not publish the currency, the applicable HMRC monthly exchange rate. A higher ceiling applies only where RFPVenue and the Customer sign bespoke terms recording both the higher awarded-value ceiling and the applicable liability cap before any brief in the series is locked. 5. Commission. RFPVenue charges the hotel a commission of 10% of awarded value, exclusive of VAT. "Awarded value" means the comparable total of the awarded offer version as at the moment of award, exclusive of VAT, as recorded on the savings proof issued for that award. Where an award is superseded or re-awarded, awarded value is that of the award actually proceeded with. Commission is invoiced after the event and payable within 30 days of the invoice date. Overdue amounts accrue statutory interest under the Late Payment of Commercial Debts (Interest) Act 1998 (8% above the Bank of England base rate), together with the fixed sum compensation due under section 5A of that Act (£40, £70 or £100 according to the size of the debt) and, where our reasonable costs of recovering the debt exceed that fixed sum, the balance of those costs. 6. Cancellation & refunds. See the Refund & Cancellation Policy. RFPVenue never holds booking funds and never refunds booking value. 7. Liability. 7.1 In this clause: (a) "Liability Year" means each calendar year. A change to or re-acceptance of these terms does not start a new Liability Year. (b) "Fees" means amounts attributable to that Customer which are paid or payable to RFPVenue, exclusive of VAT and net of credits, including commission attributable to awards whether or not invoiced and any applicable SaaS, subscription, enterprise or service charges. A fee type which does not apply counts as zero. Fees paid or payable by any other customer are disregarded. A non-sterling Fee is converted to sterling using the Bank of England spot rate on the date it became payable or, where that source does not publish the currency, the HMRC monthly exchange rate applicable on that date. (c) "General Cap" means the greatest of: (i) £50,000; (ii) 125% of Fees in the Liability Year in which the claim is allocated under clause 7.2; and (iii) 125% of Fees in the immediately preceding Liability Year. (d) "Enhanced Claim" means a claim arising from breach of clause 10 (Confidentiality & anonymity) or RFPVenue's contractual obligations concerning privacy or data protection. (e) "Enhanced Cap" means the greater of £100,000 and the General Cap. 7.2 Claims arising from the same or connected events, acts, omissions, facts or circumstances form one series and are allocated to the Liability Year in which the first event, act or omission in that series occurred. 7.3 Subject to clause 7.7, RFPVenue's total aggregate liability for all claims other than Enhanced Claims allocated to a Liability Year shall not exceed the General Cap. RFPVenue's total aggregate liability for all claims of every kind allocated to that Liability Year shall not exceed the Enhanced Cap. These are nested limits and do not stack. Amounts paid, agreed or awarded in respect of a claim reduce every applicable aggregate. If finally established General and Enhanced Claims exceed the remaining Enhanced Cap, that remaining amount is allocated between the two classes pro rata by their respective recoverable amounts before application of this clause, subject always to the General Cap for General Claims. Any part of the General Claims' allocation which exceeds their remaining General Cap is reallocated to Enhanced Claims. 7.4 The limits and exclusions in this clause apply to all liability arising in contract, tort (including negligence), misrepresentation, restitution, breach of statutory duty or otherwise and to each provision separately. 7.5 Neither party is liable for indirect or consequential loss. Direct loss of profit, loss of anticipated savings and loss of a substantial chance of receiving an award are not excluded merely because they fall within one of those descriptions, but remain subject to the applicable aggregate cap. 7.6 Nothing in this clause limits a Customer's obligation to pay Fees or any other amount properly due to RFPVenue, or affects amounts payable under the booking contract between buyer and hotel, to which RFPVenue is not a party. 7.7 Nothing in these terms excludes or limits liability for fraud or fraudulent misrepresentation; death or personal injury caused by negligence; or any other liability to the extent that it cannot lawfully be excluded or limited, including data-protection liability which law does not permit to be limited. 7.8 Bespoke terms signed under clause 4A may replace the applicable limit for the identified Customer and connected series. No higher-limit option exists unless and until those terms are signed and recorded by RFPVenue. 7.9 Each exclusion and limitation in this clause is intended to operate separately. If one is ineffective, that does not by itself make another ineffective. 8. No circumvention. A buyer and a hotel are "introduced" when that hotel's offer for a brief is first disclosed to that buyer through the platform. For 12 months from the introduction, the buyer and the hotel must not contract outside the platform for the meeting or event covered by that brief (including an event that is substantially the same as to dates, location and delegate numbers) where the effect is to avoid commission. This restriction applies only to that event: it does not restrict either party from dealing with the other for any other business, at any time. If it is breached, commission of 10% of the value that would have been the awarded value is payable and recoverable as a debt. This clause survives termination of these terms. Accounts may also be suspended or terminated for breach of this clause. 9. Suspension & termination. Either party may terminate on 30 days' written notice; either may terminate immediately for material breach or insolvency. 10. Confidentiality & anonymity. Competitor identities and bid details disclosed in the auction are confidential; probing or disclosing them is prohibited. 11. Intellectual property. The platform and its content remain RFPVenue's property; you retain your own content and grant a licence to operate the service. 12. Changes. We may change these terms on at least 30 days' notice of a material change. Where a change requires acceptance, the platform will block further value-bearing actions until an authorised user for the Customer has affirmatively accepted the new version. Continued use alone does not replace that required acceptance. 13. Notices. Notices are given by email — to us at info@rfpvenue.com and to you at your account email. 14. Entire agreement & non-reliance. These terms and the documents expressly incorporated in them constitute the entire agreement between RFPVenue and the Customer concerning the platform. Each party acknowledges that it has not relied on a statement or representation not set out in those documents. Nothing in this clause excludes liability for fraud or fraudulent misrepresentation. Any liability for a misrepresentation which is not fraudulent is subject to clause 7. 15. Governing law & disputes. These terms are governed by the law of England & Wales and subject to the exclusive jurisdiction of its courts. The parties will first attempt good-faith negotiation, and may use mediation, before litigation.