Eden USA: Terms and Conditions


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      Last updated: January 27th, 2026, REVISION 4

      The following Terms and Conditions (the “CONTRACT”) govern all rentals, sales, and professional services provided by EDEN USA, INCORPORATED, a Wyoming corporation (hereinafter “EDEN”, “EDEN USA” or “PROVIDER”) to its customers (“PURCHASER”).

      By (a) checking the required “I agree” online checkbox on ANY associated EDEN web form, (b) electronically signing an EDEN quote, estimate, or invoice, or (c) paying any amount toward an EDEN invoice, PURCHASER acknowledges that they have read, understood, and agree to be bound by this CONTRACT for the related transaction(s) and event(s).

      Because these Terms and Conditions are published online the EDEN website, these Terms and Conditions will also apply when EDEN provides equipment or services before a formal invoice is issued, including last-minute, verbal, text-message, WhatsApp, email, phone, contractor, subcontractor, emergency, or after-hours rental requests, where the PURCHASER accepts, receives, possesses, transports, uses, delivers, controls, or benefits from EDEN equipment or services.

      This CONTRACT, together with the applicable quote/invoice and any written addenda issued by EDEN, constitutes the entire agreement between PROVIDER and PURCHASER for the relevant booking(s) and supersedes any prior oral or written proposals, emails, or discussions concerning the same equipment or services.

      1. General Terms and Definitions

      1.1 Definitions

      PROVIDER/EDEN/EDEN USA means Eden USA, Incorporated, its officers, employees, authorized agents, contractors, and sub-contractors.

      PURCHASER means the person or legal entity that places the order, signs, accepts, or pays any portion of an EDEN invoice, and any person who presents a valid credit or debit card as security or payment for the booking. Where PURCHASER acts for a business, organization, school, venue, church, or public entity, PURCHASER represents and warrants that they are authorized to bind that entity and that the entity will be jointly and severally liable.

      EQUIPMENT means all goods, gear, and accessories supplied by PROVIDER, including but not limited to staging, decks, risers, truss, lifts, audio, lighting, LED video walls, DJ equipment, backline, cabling, cases, rigging hardware, and any associated items.

      SERVICES means labor and professional services provided by PROVIDER, including design, advance work, delivery, setup, tuning, programming, operating, strike, consulting, and/or on-site technical support.

      EVENT means the performance, show, meeting, festival, activation, or other use for which the EQUIPMENT and/or SERVICES are being provided.

      1.2 Scope of Contract

      This CONTRACT applies to all transactions between PROVIDER and PURCHASER, including but not limited to:

      • Full production packages (staging, audio, lighting, LED, crew).
      • “Dry-hire” or will-call rentals where PURCHASER picks up and returns EQUIPMENT.
      • Ship-to-you rentals where EQUIPMENT is shipped and later returned by carrier.
      • On-site engineering, DJ, and technical labor services.
      • Used gear sales and demo/try-before-you-buy scenarios.

      2. Quotes, Estimates, Bookings, and Deposits

      2.1 Quotes and Estimates

      Unless expressly labeled a “flat fee,” EDEN quotes are based on information supplied by PURCHASER and are considered good-faith estimates. Quotes may not include all costs such as:

      • Additional labor caused by access or venue issues.
      • Last-minute changes requested by PURCHASER or the venue.
      • Damages, loss, cleaning, or missing items.
      • Parking, tolls, hotel, per-diem, or unusually high fuel surcharges.

      PROVIDER will make commercially reasonable efforts to advise PURCHASER of potential additional charges when they can be anticipated, but many costs cannot be fully known until on-site conditions are observed.

      2.1.1 Quote Validity, Availability, and Variable Costs

      Unless a longer period is expressly stated in writing, EDEN estimates, quotes, and proposals are normally valid for a period of five (5) calendar days from the date of issuance. After that period, pricing, equipment availability, crew availability, delivery costs, and production requirements may change, even if the estimate remains visible, open, or accessible in EDEN's online systems.

      PURCHASER understands that EDEN may need to adjust pricing after the quote validity period has expired, especially if another client books the same date, if reserved equipment is no longer available, if EDEN must acquire or sub-rent additional equipment, or if labor, transportation, fuel, or material costs change.

      If an estimate is closed, expired, declined, cancelled, or otherwise inactive, and PURCHASER later asks EDEN to re-open or revise it, EDEN may re-price the estimate based on then-current availability, labor, equipment, trucking, fuel, vendor, and scheduling conditions. If PURCHASER changes the event date, location, equipment list, service scope, or schedule, EDEN may adjust the pricing either upward or downward based on the revised requirements and availability at that time.

      Sub-rented equipment, third-party vendor costs, consumables, and expendable items may also be adjusted to reflect current market costs. This includes, but is not limited to, fuel, generator fuel, fog fluid, haze fluid, batteries, tape, expendables, special-order parts, replacement parts, delivery fees, and third-party rental charges. PURCHASER agrees that these items may be adjusted when the event actually occurs or when EDEN incurs the cost, if such costs have changed from the original estimate date.

      2.2 Reservation Deposit and Confirmation

      Bookings are not confirmed until (a) PROVIDER issues a written quote or invoice and (b) PURCHASER pays the required reservation deposit by the due date indicated.

      Unless otherwise specified in writing, a non-refundable deposit of 25%–50% of the estimated total is required to secure a date, schedule crew, and reserve EQUIPMENT. For certain high-demand dates, large productions, or long-term rentals, PROVIDER may require higher deposits or staged payment schedules.

      For multiple-event or tour bookings, the deposit may be applied across the entire series of dates and is generally non-refundable once work has begun, even if individual dates are later canceled or consolidated, subject to any specific written exceptions on the quote/invoice.

      2.3 Changes, Reschedules, and Additional Work

      Changes to dates, times, locations, equipment lists, or labor requirements are subject to PROVIDER’s availability and may result in additional charges. PROVIDER is under no obligation to accommodate changes that conflict with other booked work or crew/equipment availability.

      Where PROVIDER agrees to reschedule, change, or expand a confirmed booking, PURCHASER agrees to pay any incremental costs, including but not limited to increased labor, trucking, hotel, or venue access time. PROVIDER may charge additional administrative fees for repeated or complex change requests.

      3. Payments, Credit Cards, and Delinquency

      3.1 Payment Schedule

      Unless otherwise specified in writing on the invoice:

      • The reservation deposit is due upon acceptance of the quote (either orally, or via a written APPROVAL email).
      • The remaining balance is due in full before release of EQUIPMENT for will-call or shipped rentals, and before event start for on-site productions.
      • PROVIDER may, at its sole discretion, require payment in full in advance for new clients or higher-risk bookings.

      3.2 Credit/Debit Card Authorization

      PURCHASER authorizes PROVIDER to charge the credit or debit card(s) presented for:

      • Deposits and scheduled payments.
      • Approved additional services and upgrades.
      • Documented loss, theft, or damage to EQUIPMENT.
      • Late fees, cleaning charges, and replacement cost for missing items.
      • Reasonable collection costs and returned-payment fees, where allowed by law.

      PURCHASER represents that they are an authorized cardholder or have express authority from the cardholder and understands that fraudulent chargebacks or disputes may be pursued as theft of services or other applicable civil/criminal remedies.

      3.3 Late Payments and Collections

      Any unpaid balance not received by the due date may, at PROVIDER’s option, be considered in default. PROVIDER may assess reasonable late charges and/or interest at the maximum rate permitted by applicable law. PURCHASER agrees to pay all reasonable costs of collection, including third-party collection agency fees, court costs, and reasonable attorney’s fees, to the extent allowed by law.

      4. Equipment Use, Care, and Return

      4.1 Ownership and Title

      All EQUIPMENT remains the sole property of PROVIDER. No sale, lease-to-own, or transfer of title is created by this CONTRACT unless expressly stated in writing on an invoice marked “Sale” or “Used Gear Sale.” PURCHASER acquires only a temporary right of possession and use.

      4.1.1 Images, Portfolio Use, and Promotional Rights

      PURCHASER acknowledges and agrees that EDEN may photograph, video record, or otherwise document EDEN-owned equipment, staging, lighting, audio, video, truss, backline, accessories, and production elements supplied by EDEN in connection with an event or rental. EDEN may use such images or video for its website, portfolio, advertising, social media, printed materials, proposals, internal records, training, and other legitimate business purposes. This INCLUDES the usage of images taken by the PURCHASER and published on their own website or social media channels/sources.

      This right applies whether the equipment is provided as part of a full production, delivered dry-hire rental, will-call rental, shipped rental, or other equipment rental arrangement. This right applies to EDEN-owned equipment and EDEN's work product, including the appearance, configuration, setup, packaging, loading, unloading, staging, and presentation of the rented equipment.

      EDEN will make reasonable efforts not to intentionally feature private individuals, minors, restricted backstage areas, confidential client materials, or sensitive branding in a manner that would be misleading or inappropriate. If PURCHASER has a specific confidentiality, non-public event, or no-photo requirement, that requirement must be disclosed to EDEN in writing before booking and must be expressly accepted by EDEN in writing.

      4.2 Inspection and Acceptance

      PURCHASER (or PURCHASER’s agent) is responsible for inspecting EQUIPMENT at the time of pickup or delivery and for immediately noting any visible issues or missing items. Except for defects reported before first use, EQUIPMENT is deemed to be in good working order at the start of the rental.

      4.3 Proper Use and Safety

      PURCHASER agrees to use the EQUIPMENT in a careful, safe, and proper manner consistent with all manufacturer instructions, industry safety standards, and applicable laws and regulations. Without limitation, PURCHASER shall:

      • Use only qualified personnel to operate complex audio, lighting, rigging, and video systems.
      • Follow all weight, load, height, and rigging limitations for staging and truss.
      • Provide appropriate power (voltage, amperage, phase, grounding) for the EQUIPMENT.
      • Prohibit unauthorized modifications, repairs, or internal adjustments.

      4.4 Risk of Loss, Damage, Theft, and Third-Party Client Responsibility

      From the time EQUIPMENT is released to PURCHASER, PURCHASER's agent, PURCHASER's carrier, a venue, or any person accepting delivery on PURCHASER's behalf, until the EQUIPMENT is physically returned to and checked in by EDEN, all risk of loss, theft, damage, destruction, seizure, disappearance, non-return, or misuse is borne by PURCHASER, regardless of fault. This includes, but is not limited to, loss or damage caused by fire, water, weather, vandalism, improper packing, improper loading, transport damage, theft, negligence, venue staff, event attendees, security personnel, subcontractors, or other third parties.

      PURCHASER is liable for the full replacement cost of any EQUIPMENT that is lost, stolen, not returned, or damaged beyond economically reasonable repair. Full replacement cost may include, without limitation, the current market cost of equivalent replacement equipment, taxes, shipping, freight, rush procurement costs, customs or import charges, repair estimates, parts, labor, diagnostic fees, administrative time, loss-of-use charges, and reasonable costs incurred by EDEN to source, repair, replace, recover, or document the missing or damaged equipment.

      If EQUIPMENT is rented by PURCHASER and then used by PURCHASER to provide services to PURCHASER's own client, customer, venue, promoter, artist, production company, contractor, or other third party, PURCHASER remains fully responsible to EDEN for the EQUIPMENT and all related charges. EDEN is not required to pursue, invoice, sue, negotiate with, collect from, or otherwise seek recovery from PURCHASER's client or any third party before seeking payment directly from PURCHASER.

      PURCHASER's responsibility to EDEN is independent of any agreement, payment dispute, chargeback, non-payment, cancellation, venue rule, insurance claim, police report, or disagreement between PURCHASER and any third party. Any such third-party issue is solely between PURCHASER and that third party and does not reduce or delay PURCHASER's obligations to EDEN.

      4.5 Return Condition, Missing Items, and Late Returns

      4.5.1 Will-Call Rentals, Non-Return, Recovery, and Enforcement

      For will-call rentals, PURCHASER acknowledges that EDEN is releasing valuable professional equipment directly into PURCHASER's care, custody, and control. PURCHASER agrees to return all EQUIPMENT, cases, cables, accessories, adapters, clamps, hardware, and related items on or before the agreed return date and time. Partial return of an order does not stop late fees, replacement charges, or recovery efforts for items that remain missing or unreturned.

      If EQUIPMENT is not returned when due, EDEN may treat the EQUIPMENT as late, missing, wrongfully retained, converted, stolen, or otherwise not returned, depending on the facts and circumstances. EDEN may immediately charge applicable late fees, extend rental charges, loss-of-use charges, recovery costs, and/or full replacement cost to the payment method on file, to the extent permitted by law and this CONTRACT.

      EDEN may also take any lawful action necessary to recover the EQUIPMENT or collect amounts owed, including but not limited to: contacting PURCHASER, contacting authorized references or business contacts provided by PURCHASER, filing a police report, reporting serial numbers or identifying information for missing equipment, submitting an insurance claim, assigning the account to collections, filing a civil lawsuit, seeking a court judgment, and pursuing recovery of court costs, service-of-process fees, reasonable attorney's fees, collection costs, and other recoverable expenses as permitted by law.

      PURCHASER understands that non-return of rental equipment may result in civil liability and may, depending on the facts, be reported to law enforcement. EDEN reserves the right to publish or share truthful, non-confidential, legally permissible information concerning missing equipment, equipment recovery efforts, police reports, court filings, judgments, or public records. EDEN will not knowingly publish false information, private financial information, full payment card information, Social Security numbers, home addresses, or other sensitive personal information.

      Nothing in this section limits EDEN's right to seek immediate return of the EQUIPMENT, full replacement cost, loss-of-use damages, late fees, collection costs, court costs, attorney's fees, or any other remedies available under this CONTRACT or applicable law.

      EQUIPMENT must be returned ON or BEFORE the agreed return date and time, in substantially the same condition as when released, (ordinary wear and tear excepted), with all cables, adapters, clamps, cases, and accessories. PURCHASER agress to replace/pay for, any missing or damaged items.

      PURCHASER agrees to pay:

      • Reasonable cleaning charges for EQUIPMENT returned excessively dirty or with adhesive, paint, or other residue.
      • Replacement cost for missing items (including cases, clamps, cables, or small parts) at current market value.
      • Additional rental charges for late returns, up to the daily rate or a percentage of the invoice total, as specified by PROVIDER’s then-current policies.

      4.6 Indemnity

      PURCHASER agrees to indemnify, defend, and hold harmless PROVIDER from and against any and all claims, demands, losses, liabilities, damages, costs, and expenses (including reasonable attorney’s fees) arising out of or related to:

      • PURCHASER’s use or misuse of the EQUIPMENT.
      • Injury to persons or damage to property occurring in connection with the EVENT.
      • PURCHASER’s breach of this CONTRACT or violation of law.

      This indemnity does not apply to the extent the claim is caused by PROVIDER’s proven gross negligence or willful misconduct.

      4.7 No Warranties; Performance Not Guaranteed

      Except as may be required by law, EQUIPMENT and SERVICES are provided “AS IS”, without any express or implied warranties, including but not limited to merchantability or fitness for a particular purpose. PROVIDER does not guarantee uninterrupted operation, and is not liable for consequential damages such as lost profits, loss of reputation, or emotional distress.

      5. Insurance Requirements

      5.1 General Insurance – Purchaser Pickup / Dry-Hire

      For dry-hire rentals where PURCHASER picks up and returns EQUIPMENT, PURCHASER is solely responsible for carrying adequate property/inland marine insurance covering the full replacement cost of the EQUIPMENT while in its care, custody, and control, including during loading, transport, use, and return.

      PROVIDER strongly recommends that PURCHASER’s policy name EDEN USA, INCORPORATED as loss payee for the rented EQUIPMENT, so that insurance proceeds are payable directly to PROVIDER in the event of covered loss.

      5.2 On-Site Production and Third-Party Venues

      For on-site productions, festivals, concerts, and similar events, PURCHASER is responsible for providing and maintaining, at its own expense, at least the following coverage (or higher limits as required by the venue or local law):

      • Commercial General Liability (CGL) with limits customary for the size and nature of the EVENT.
      • Third-party property damage coverage, including coverage for rented equipment.
      • Workers’ compensation and employer’s liability insurance as required by law for PURCHASER’s own employees.

      Upon request, PURCHASER shall provide certificates of insurance naming EDEN USA, INCORPORATED as an additional insured on liability policies and as loss payee for property/inland marine coverage, with such policies primary and non-contributory to any coverage maintained by PROVIDER.

      5.3 Failure to Maintain Insurance

      Failure of PURCHASER to obtain or maintain the required insurance does not limit PURCHASER’s obligations under this CONTRACT. PROVIDER may, at its sole discretion, (a) refuse to release EQUIPMENT, (b) decline to perform SERVICES, or (c) treat any resulting cancellation as a PURCHASER cancellation subject to the applicable cancellation terms.

      6. Cancellation, Force Majeure, and Limitation of Liability

      6.1 Cancellation by Purchaser

      Deposits are generally non-refundable once PROVIDER has reserved EQUIPMENT and/or crew, except where otherwise expressly stated in writing. At PROVIDER’s sole discretion, some portion of the deposit may be applied as a credit toward a rescheduled date, depending on timing, availability, and the nature of the cancellation.

      6.1.1 Orders Accepted Without a Prior Invoice

      PURCHASER acknowledges that certain rentals, productions, emergency requests, last-minute orders, contractor requests, after-hours requests, replacement-equipment requests, and short-notice equipment releases may occur before EDEN has a reasonable opportunity to prepare, send, or obtain approval of a formal written estimate, invoice, quote, or rental agreement.

      In such cases, a binding rental or services agreement may be formed by any combination of verbal agreement, text message or WhatsApp message, email, phone call, electronic communication, prior course of dealing, pickup of equipment, acceptance of delivery, possession of equipment, use of equipment, delivery of equipment to a third party, photographs of equipment in PURCHASER's possession, performance by EDEN, or any other conduct showing that PURCHASER requested, accepted, received, used, transported, delivered, controlled, or benefited from EDEN equipment or services.

      PURCHASER agrees that the absence of a formal invoice, signed estimate, online checkout record, deposit payment, or pre-event written contract does not by itself invalidate the rental, eliminate PURCHASER's responsibility, or prevent these Terms and Conditions from applying. If EDEN releases equipment or performs services at PURCHASER's request, and PURCHASER accepts, possesses, transports, uses, delivers, photographs, installs, controls, or benefits from the equipment or services, PURCHASER is deemed to have accepted these Terms and Conditions to the fullest extent permitted by law.

      If no price was finalized before the equipment or services were released, PURCHASER agrees to pay EDEN's reasonable rental rate, service rate, labor rate, delivery rate, replacement cost, repair cost, cleaning cost, recovery cost, and/or other customary charges for the equipment or services provided, based on EDEN's then-current pricing, prior pricing between the parties, comparable rental value, market replacement value, or other reasonable evidence of value.

      Any invoice created after the equipment or services are provided shall be considered a memorialization, clarification, or itemization of the rental, services, damages, repair costs, replacement costs, late fees, recovery costs, or other charges already incurred. The fact that an invoice is created after the rental or event does not mean that no agreement existed before the invoice date.

      This section applies especially to will-call rentals, dry-hire rentals, contractor rentals, subcontractor rentals, emergency rentals, last-minute requests, verbal requests, and situations where PURCHASER obtains EDEN equipment for use on PURCHASER's own client event or third-party production. PURCHASER remains directly responsible to EDEN regardless of whether PURCHASER's own client, customer, venue, promoter, artist, contractor, or other third party pays PURCHASER.

      6.1.2 Prior Course of Dealing, Repeat Customers, and Historical Acceptance

      PURCHASER acknowledges that, in many cases, EDEN rents equipment or provides services to repeat customers, former contractors, subcontractors, production companies, vendors, event professionals, promoters, venues, DJs, audio engineers, lighting technicians, staging companies, and other persons or businesses that have previously rented from, worked with, purchased from, subcontracted with, or otherwise conducted business with EDEN.

      Where PURCHASER has previously rented equipment from EDEN, paid an EDEN invoice, approved an EDEN estimate, checked an online acceptance box, received an EDEN invoice, received a link to EDEN's Terms and Conditions, worked as an EDEN contractor or subcontractor, picked up EDEN equipment, accepted delivery of EDEN equipment, or otherwise participated in prior EDEN transactions, PURCHASER is deemed to have actual or constructive familiarity with EDEN's general rental procedures, payment requirements, damage responsibility rules, replacement cost policies, non-return policies, and Terms and Conditions.

      PURCHASER agrees that EDEN is not required to re-explain, re-send, re-issue, or re-obtain a separate signature or checkbox acceptance of these Terms and Conditions for every repeat, emergency, last-minute, verbal, text-message, WhatsApp, email, phone, contractor, subcontractor, dry-hire, will-call, or after-hours rental request, provided that PURCHASER's conduct shows that PURCHASER requested, accepted, received, possessed, transported, used, delivered, controlled, photographed, installed, returned, failed to return, or otherwise benefited from EDEN equipment or services.

      PURCHASER further agrees that a prior course of dealing between EDEN and PURCHASER may be used to interpret the parties' obligations, including but not limited to payment responsibility, equipment care, return requirements, damage liability, full replacement cost, late fees, repair costs, recovery costs, and responsibility for equipment used on PURCHASER's own client events or third-party productions.

      The fact that EDEN has previously trusted PURCHASER, rented to PURCHASER, extended flexible payment arrangements, allowed last-minute pickup, released equipment without immediate payment, or created an invoice after the rental does not waive EDEN's rights under these Terms and Conditions. Such past accommodations are courtesy practices only and do not reduce PURCHASER's responsibility for payment, return of equipment, repair costs, replacement costs, court costs, collection costs, attorney's fees where recoverable, or any other amounts owed to EDEN.

      6.2 Cancellation or Non-Performance by Provider

      If PROVIDER is unable to perform due to illness, accident, equipment failure, or other cause within PROVIDER’s reasonable control, PROVIDER may substitute comparable personnel or equipment. If PROVIDER cannot perform and no reasonable substitute is available, PURCHASER’s exclusive remedy is a refund of amounts paid for the unperformed portion of the booking.

      6.3 Force Majeure

      Neither party shall be liable for failure or delay in performance to the extent caused by events beyond their reasonable control, including but not limited to severe weather, natural disasters, acts of government, strikes, labor disputes, pandemics, war, terrorism, civil unrest, or major utility failures, provided that the affected party gives prompt notice and uses reasonable efforts to mitigate.

      6.4 Limitation of Liability

      To the fullest extent permitted by law, PROVIDER’s total aggregate liability to PURCHASER for any and all claims arising out of or related to this CONTRACT, whether in contract, tort, or otherwise, is limited to the amount actually paid by PURCHASER to PROVIDER for the specific booking giving rise to the claim, excluding amounts paid for third-party pass-through costs such as venue rentals or outside vendors.

      In no event shall PROVIDER be liable for any indirect, incidental, special, exemplary, or consequential damages, including lost profits, loss of business, or reputational harm, even if advised of the possibility of such damages.

      7. Miscellaneous

      7.1 Governing Law and Venue

      This CONTRACT shall be governed by and construed in accordance with the laws of the state in which the primary rental service or EVENT occurs, without regard to its conflict-of-laws rules. Any legal action arising out of or relating to this CONTRACT shall be brought in a court of competent jurisdiction in that state and county, unless otherwise required by applicable law.

      7.2 Severability

      If any provision of this CONTRACT is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid provision shall be enforced to the maximum extent permitted or replaced with a valid provision that most closely reflects the parties’ original intent.

      7.3 No Waiver

      Failure of either party to enforce any provision of this CONTRACT shall not be deemed a waiver of future enforcement of that or any other provision.

      7.4 Electronic Communications

      PURCHASER agrees that electronic communications, including emails and form submissions, may be used to form and modify this CONTRACT, and that electronic copies and logs may be used as evidence of the parties’ agreement.

      PURCHASER agrees, that by proceeding with the booking, checking the “I agree” box, or paying any amount toward an EDEN invoice, PURCHASER acknowledges and accepts the terms of this CONTRACT.

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