Services Agreement

XAV Entertainment LLC

Services
Agreement

Last Updated: September 2026

This is a legally binding agreement (“Agreement”) entered into by and between XAV Entertainment LLC (“Provider”) and the client engaging the Provider’s services (“Client”) for the provision of audio, video, lighting, and staging equipment and services (“Services”) at the Client’s event (“Event”). These terms are general and apply to all Events booked with the Provider; the specific equipment, pricing, date, and venue for a given Event will be set out in a separate quote, invoice, or booking confirmation. By engaging the Provider’s Services, the Client agrees to be bound by the following terms and conditions.

Payment

The Client is not required to submit a deposit prior to seven (7) days before the Event date; however, the Client may make a payment before that time to secure and reserve the Event date. Any such advance payment is fully refundable, less any credit card processing fees actually incurred, if the Client cancels before the start of the seven (7) day pre-Event window described below.

Full payment for the Services is due no later than seven (7) days prior to the Event, unless otherwise agreed to in writing by the Provider. Where a valid credit card (CC) or active Purchase Order (PO) has been provided and secured with prior written agreement, the Client authorizes the Provider to charge the CC on file for any loss, theft, or damage to equipment incurred during the Event, and the Client shall be invoiced for any resulting repair or replacement costs.

1.1 Late Payment

Any payment not received by its due date will incur a late fee of $50 per day for each day the payment remains outstanding, beginning the day after the payment was due, until paid in full.

1.2 Payment Methods

The Provider accepts cash, credit card, Square, and Zelle payments.

1.3 Pricing Validity

The pricing set forth in any quote or invoice is specifically tailored to the particulars of the current Event. The Client acknowledges that any subsequent engagement of the Provider’s Services, even for a similar event, may be subject to new pricing. The Provider reserves the right to adjust its prices annually or as market conditions change. Any future events requiring similar Services will require a separate quote and may be subject to revised terms and prices.

Cancellation by Client

If the Client cancels all or part of the Services seven (7) days or less prior to the Event, a cancellation fee will apply to each canceled line item, package, or piece of equipment on the quote/invoice. The cancellation fee for each such item will be the greater of:

  • $250, or
  • Up to 25% of that line item’s portion of the invoice total,

with the applicable amount within that range determined based on factors including, without limitation: (i) labor already scheduled or committed to the Event; (ii) equipment already prepared, pulled, or held out of availability for other bookings; and (iii) the amount of notice given by the Client prior to the Event.

Cancellation or Suspension by Provider

The Provider reserves the right to cancel the Event in the event of unforeseen circumstances, including but not limited to inclement weather, other force majeure events (see Section 13), or a determination that the venue or location has become unsafe for participants or staff (including due to civil unrest, environmental hazards, or significant security threats).

No refund is owed to the Client if the Provider cancels the Event, except where the Provider expressly agrees, in writing, to issue a refund prior to the cancellation taking effect. Any such refund is at the Provider’s discretion.

3.1 Hazardous Venue Conditions

If, upon arrival or at any point before or during the Event, the Provider identifies a hazard at the venue that the Client failed to disclose, address, or control — including but not limited to active sprinklers, water exposure, electrical hazards, or other unsafe conditions that could damage equipment or endanger staff — the Provider may refuse to set up, pause, or cancel the Services. Section 2 (Cancellation by Client) and Section 4 (Misrepresentation) remain applicable where the hazard resulted from the Client’s actions or omissions.

3.2 Right to Refuse or Pause Service

The Provider may refuse to begin, or may pause or stop, Services at any time if Provider staff reasonably believe continuing to work presents a safety risk, including due to intoxicated or aggressive behavior directed at staff, unsafe crowd conditions, or any other circumstance that the Provider reasonably determines to be unsafe. Services will resume once the Provider determines it is reasonably safe to do so, where practical.

Misrepresentation and Cancellation Rights

If it is discovered that the Client has provided false information regarding the intended use, location of use, or the identities of the users of the rented equipment, the Provider reserves the right to immediately terminate this Agreement and cancel the Event. In such instances, the Client will be subject to a cancellation fee of up to 100% of the total rental cost, as determined appropriate by the Provider, in addition to any other remedies available to the Provider under law or this Agreement.

Liability

The Client assumes full responsibility and liability for any loss, theft, or damage to the Provider’s equipment for the duration of the Event, whether caused by the Client, the Client’s guests, or any other third party in attendance. In the event of damage, the Client agrees to indemnify the Provider for all costs associated with repair or replacement.

5.1 General Limitation

The Client acknowledges that the Provider, including its directors, officers, employees, agents, and subcontractors, shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to damages for loss of profits, goodwill, use, data, or other intangible losses (even if the Provider has been advised of the possibility of such damages), resulting from: (i) the use of or inability to use the Provider’s services or equipment; (ii) the cost of procurement of substitute goods or services; (iii) unauthorized access to or alteration of transmissions or data; (iv) statements or conduct of any third party; or (v) any other matter relating to the Services.

5.2 Injury Liability

The Provider is not responsible for injuries, damages, or losses caused directly or indirectly by any equipment or Services provided for the Event, or by the actions of the Provider’s staff. The Client agrees to release, indemnify, and hold harmless the Provider from any claims, damages, injuries, liabilities, and expenses arising out of any injuries or damages in connection with the Event.

5.3 Client’s Responsibility

It is the Client’s responsibility to ensure the Event venue is safe and appropriate for the use of the Provider’s equipment and Services. The Client shall inform the Provider of any known hazards, special requirements, or considerations relevant to the setup and operation of equipment and Services.

5.4 Acknowledgment of Risk

By engaging the Provider’s Services, the Client acknowledges that there are risks associated with the use of audio, video, lighting, and staging equipment and participation in events where such equipment is used, and assumes all such risks.

5.5 Unauthorized Use of Equipment

Only Provider staff are permitted to operate, move, or otherwise handle the Provider’s equipment. The Client is responsible and liable for any damage, loss, or injury caused by the Client’s guests or any other third party who operates or handles the equipment without the Provider’s authorization.

Venue, Power & Load-In Requirements

The Client is not required to provide power for the Event; the Provider can supply power via generator where adequate power is not available on-site, at an additional cost to be reflected on the invoice. If the generator is required to run longer than originally requested, an additional fee will apply for the extended run time.

If the Client represents that power will be provided at the venue, that power must be sufficient in quality and capacity to meet what was originally requested for the Event. The Client is responsible for ensuring reasonable load-in and load-out access for the Provider’s equipment and staff.

Outdoor Events & Weather Protection

For outdoor Events, the Client is responsible for providing adequate covering or shelter (e.g., tenting) to protect the Provider’s equipment from rain, direct sun, wind, or other weather exposure. The Provider may refuse to set up, or may pause or power down, equipment at any time if weather conditions threaten the equipment’s safety, regardless of whether the Event otherwise continues.

Overtime

If the Event runs beyond the contracted end time, the Provider may continue Services at an overtime rate determined based on the labor and equipment required at that time. The applicable overtime rate will be communicated to the Client before Services continue past the contracted end time.

Equipment Issues During the Event

If the Client experiences an issue with any piece of equipment during the Event, the Client must notify the Provider immediately so the Provider may attempt to resolve the issue on-site. Where the issue cannot be resolved on-site, the Provider may, at its discretion, offer a refund for that specific piece of equipment or line item.

Photo, Video & Recording Release

The Provider is permitted to photograph and record the Event, including the Provider’s setup and equipment in use, for the Provider’s marketing and portfolio purposes, unless the Client requests in writing, prior to the Event, that the Provider not do so.

Insurance

The Provider does not require the Client to carry insurance in connection with the Event. Nothing in this Section limits the Client’s liability and indemnification obligations under Section 5.

Assignment and Subcontracting

The Provider may use employees, staff, or subcontractors of its own choosing to fulfill its obligations under this Agreement. The Client may not assign this Agreement without the Provider’s prior written consent.

Force Majeure

“Force Majeure Event” means any circumstance beyond the reasonable control of the Provider, including but not limited to acts of God, severe weather, fire, flood, government order or restriction, power or utility failure, labor disputes, epidemic or pandemic, civil unrest, terrorism, or other emergency. If a Force Majeure Event prevents or materially impairs the Provider’s ability to perform the Services, the Provider may cancel or modify the Services without liability, subject to Section 3 (Cancellation or Suspension by Provider).

Severability

If any provision of this Agreement is found by a court of competent jurisdiction to be invalid or unenforceable, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of this Agreement will remain in full force and effect.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction in which the Event takes place.

Entire Agreement

This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements, whether written or oral, relating to its subject matter. Any modification or amendment must be in writing and signed by both parties.

By engaging the Services of XAV Entertainment LLC, the Client acknowledges that they have read, understood, and agree to be bound by the terms and conditions set forth in this Agreement.
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