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Last updated: May 15th, 2026 — REVISION 6
Revision 6 updates Sections 2.3, 4.6, 4.8, 6.1, and 7.4.
The revisions require post-booking changes to be requested and confirmed by email, and cancellation notices to be sent by email; clarify responsibility for reviewing venue restrictions; establish requirements and limits for generator and other power-source use; address venue-related cancellations and applicable cancellation charges; and align the electronic-communications provision with the email-only change process.
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.
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.
This CONTRACT applies to all transactions between PROVIDER and PURCHASER, including but not limited to:
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:
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.
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.
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.
After a booking is confirmed, all requests to change or cancel any part of the booking must be submitted by email to the EDEN email address used for the booking or otherwise designated by EDEN in writing. This applies to changes to the event date or time, venue or location, equipment, services, delivery or pickup arrangements, power arrangements, access, schedule, and any other order detail. A request sent by text message, phone, voicemail, social media, or another messaging service does not change the booking.
An emailed cancellation notice is effective when received by EDEN and remains subject to the cancellation terms in Section 6.1. A requested change or rescheduling is not approved and does not amend the booking unless EDEN confirms its approval and any revised price, schedule, or other conditions by email. EDEN may decline a requested change because of availability, safety, venue rules, or other operational requirements. Until EDEN confirms a change by email, the existing confirmed booking and its payment and cancellation terms remain in effect. PURCHASER is responsible for checking that EDEN has received and confirmed the request in time.
Approved changes may result in additional charges, including increased labor, trucking, lodging, vendor, equipment, or venue-access costs. EDEN may require payment of those charges before performing the changed work. EDEN is not required to accommodate a requested change that conflicts with other bookings, crew or equipment availability, safety requirements, applicable law, or venue restrictions.
For multiple-day events, conferences, trade shows, festivals, corporate meetings, audio visual productions, staging productions, lighting productions, sound reinforcement events, video wall events, or other extended engagements where PROVIDER's engineers, technicians, operators, stagehands, production managers, or other crew members are required to remain onsite, nearby, on-call, or reasonably available for the duration of the event, PURCHASER is responsible for providing suitable lodging for each required crew member unless such lodging is expressly included in EDEN's written estimate, invoice, quote, or proposal.
Unless otherwise agreed in writing, PURCHASER must provide one clean, safe, private hotel room for each EDEN engineer, technician, operator, or crew member assigned to the event for each night reasonably required by the event schedule. Required lodging nights may include the night before an early load-in, each night during the event, and the night following a late strike, overnight teardown, or schedule that would make same-day return travel unsafe, unreasonable, or impractical.
Hotel accommodations must be located within a reasonable distance of the event venue and must be suitable for professional crew rest and recovery. Shared rooms, private residences, unsafe lodging, unusually distant lodging, or lodging that materially interferes with crew rest, call times, safety, or event performance will not satisfy this requirement unless specifically approved by EDEN in writing.
If PURCHASER does not provide acceptable lodging in advance, EDEN may, at its option, arrange lodging directly and add the actual lodging cost, taxes, parking, resort fees, booking fees, and related travel expenses to PURCHASER's invoice. PURCHASER agrees that these lodging and travel charges are event-related costs and are due in the same manner as all other charges under this CONTRACT.
PURCHASER is also responsible for reasonable crew-related travel and support costs necessary for multi-day, extended-hour, overnight, or out-of-area events, including but not limited to hotel parking, meals, per diem, mileage, fuel, tolls, airfare, rental vehicles, rideshare transportation, and other reasonable expenses, unless such items are expressly excluded or separately addressed in EDEN's written estimate, invoice, quote, or proposal.
Failure to provide required lodging or crew support may result in additional charges, schedule changes, reduced onsite availability, delayed setup or strike, or cancellation of affected services if EDEN determines that crew safety, crew rest, travel time, or event performance would be compromised.
PURCHASER is responsible for providing safe, lawful, reasonably secure, and practical parking and vehicle access for all PROVIDER vehicles required for the EVENT, including but not limited to delivery trucks, box trucks, trailers, vans, service vehicles, production vehicles, and personal vehicles used by EDEN employees, engineers, technicians, operators, contractors, subcontractors, and crew members assigned to the EVENT.
PURCHASER must arrange and pay for all parking, loading dock access, venue parking passes, valet charges, garage fees, meter fees, street-use permits, loading zone permits, security gate access, lot access, shuttle requirements, and similar vehicle access costs required for PROVIDER to load in, remain onsite, service the EVENT, and load out in a safe and reasonable manner.
PURCHASER understands that PROVIDER vehicles may need to remain parked at or near the venue for the duration of load-in, setup, soundcheck, programming, operation, teardown, strike, load-out, overnight holds, multi-day events, or emergency service access. PURCHASER must provide parking that is reasonably close to the venue, suitable for the size and type of vehicle, and appropriate for the equipment, crew, schedule, and safety requirements of the EVENT.
If PURCHASER, the venue, property manager, event planner, promoter, security staff, parking operator, city agency, or any third party associated with the EVENT requires PROVIDER to park in an unsafe, unsecured, unusually remote, restricted, high-risk, unmonitored, poorly lit, or otherwise unsuitable area, PURCHASER accepts responsibility for additional costs, delays, labor, security needs, and reasonable vehicle-related losses or expenses that arise from those parking conditions, to the extent permitted by law.
PURCHASER agrees to reimburse PROVIDER for reasonable parking-related expenses, including but not limited to parking fees, valet fees, garage fees, meter charges, loading dock fees, street-use permits, parking permits, parking tickets, towing charges, storage charges, impound fees, boot-removal charges, shuttle costs, rideshare costs, additional labor time, additional trucking time, and additional trips that arise because safe and lawful parking or loading access was not provided as represented or reasonably required.
PURCHASER further agrees that if PROVIDER vehicles, trailers, equipment vehicles, or crew vehicles are damaged, vandalized, broken into, tagged with graffiti, towed, booted, struck, stolen from, or otherwise harmed while parked in an area required, designated, approved, controlled, recommended, or made necessary by PURCHASER, the venue, the event site, or any third party associated with the EVENT, PURCHASER may be responsible for the reasonable cost of repair, cleaning, replacement, insurance deductible, loss-of-use, rental substitute vehicle, towing, storage, administrative time, and related expenses, to the extent such damage or expense was not caused solely by PROVIDER's own negligence or unlawful conduct.
If safe and lawful parking or loading access is not available, PROVIDER may, at its discretion, delay load-in, delay setup, require additional labor, require additional security, require alternate parking arrangements, charge additional fees, reduce the service scope, refuse to leave vehicles or equipment in an unsafe area, or decline to perform any portion of the SERVICES that PROVIDER reasonably determines cannot be performed safely, lawfully, or professionally under the circumstances.
Failure of PURCHASER to provide accurate parking, loading, access, security, or venue instructions before the EVENT may result in additional charges and does not relieve PURCHASER of payment obligations under this CONTRACT.
For full event production services, including but not limited to staging, sound, lighting, audio visual services, video walls, truss, backline, pipe and drape, power distribution, technical labor, and production crew services, PURCHASER acknowledges that PROVIDER is the professional party responsible for determining the reasonable setup time, testing time, programming time, soundcheck time, safety review time, operation time, strike time, teardown time, load-out time, crew call times, and vehicle access requirements necessary to perform the SERVICES safely and professionally.
PURCHASER understands that setup and strike durations are not arbitrary, interchangeable, or guaranteed to fit within a venue's preferred rental window. The time required depends on the scope of work, equipment quantity, stage size, access distance, dock access, elevator access, truck parking, crew availability, power availability, venue restrictions, weather, safety requirements, testing requirements, and the amount of production polish reasonably expected for the EVENT.
PROVIDER's determination of required setup and strike time is based on professional experience, prior productions, equipment handling requirements, safety practices, and the practical realities of loading, building, wiring, testing, tuning, focusing, operating, disassembling, packing, and loading professional production equipment. PURCHASER agrees that PROVIDER is not required to accept a setup or strike window that PROVIDER reasonably determines is unsafe, unrealistic, unprofessional, or insufficient for the requested scope of work.
If PURCHASER, PURCHASER's planner, committee, venue, property manager, promoter, coordinator, security staff, union staff, or any other party associated with the EVENT changes the event schedule, limits venue access, reduces setup time, reduces strike time, delays room access, requires same-day load-in, requires rushed teardown, restricts loading areas, or otherwise compresses the production schedule, PURCHASER accepts all risk arising from those limitations. PROVIDER shall not be liable for delays, incomplete setup, reduced production quality, reduced testing, limited soundcheck, limited lighting focus, limited video testing, reduced safety review, appearance compromises, operational limitations, or other consequences caused by insufficient time or access.
PURCHASER further understands that adding more technicians, stagehands, engineers, operators, or crew members is not always possible, practical, available, safe, efficient, or sufficient to overcome an unrealistic setup or strike schedule. Certain production tasks must occur in sequence and cannot be safely or professionally completed faster simply by adding additional labor. Additional crew, if available, may increase the cost of the EVENT and may still not make a compressed schedule feasible.
If PURCHASER adds equipment, increases the stage size, adds lighting, adds sound, adds video, adds truss, adds backline, adds power, changes the layout, changes venue access, changes load-in or load-out conditions, changes the event timeline, or otherwise increases the scope of work after the original estimate, quote, invoice, or agreement, PROVIDER may require additional setup time, additional strike time, additional crew, additional trucking, additional lodging, additional parking, additional equipment, additional technical review, and/or additional fees. PROVIDER may also decline some or all requested additions if the revised scope cannot be completed safely, professionally, or within the available schedule.
Staging materials, equipment, cases, carts, decks, truss, lighting, sound equipment, video equipment, or other materials outside a gate, outside a venue room, outside a building, in a hallway, in a parking lot, in a loading area, or in any pre-stage location does not constitute full setup access unless PROVIDER has complete, safe, lawful, and practical access to the actual installation area, power locations, rigging or placement areas, stage location, audience area, control positions, and other work areas required to complete the production. Pre-staging materials may help in some circumstances, but it does not eliminate the need for adequate onsite setup, testing, tuning, focusing, programming, safety review, and strike time.
PURCHASER is responsible for advising PROVIDER of all venue access limitations, room access times, loading restrictions, strike deadlines, gate restrictions, security requirements, union restrictions, elevator limitations, parking limitations, outdoor staging limitations, indoor access limitations, and other timing restrictions before booking and before approving any quote, estimate, invoice, or revised scope. Failure to disclose these limitations in advance may result in additional charges, schedule changes, reduced scope, or PROVIDER declining to perform affected portions of the SERVICES.
If PURCHASER insists on a production schedule that PROVIDER reasonably determines is insufficient, unsafe, or inconsistent with the requested scope of work, PROVIDER may, at its discretion, require a reduced scope of work, require additional time, require additional crew, charge additional fees, reschedule load-in or strike, omit affected services, or cancel/decline the affected portion of the EVENT. In such circumstances, PURCHASER remains responsible for amounts due under the CONTRACT, including costs already incurred by PROVIDER.
PROVIDER will make commercially reasonable efforts to perform within the schedule made available by PURCHASER, but PROVIDER does not guarantee the same result, quality, appearance, completeness, safety review, sound quality, lighting appearance, video performance, stage finish, or production experience when PURCHASER provides less time, less access, less labor support, or more scope than the production reasonably requires.
Unless otherwise specified in writing on the invoice:
PURCHASER authorizes PROVIDER to charge the credit or debit card(s) presented for:
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.
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.
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.
PURCHASER acknowledges that EDEN may photograph, video record, or otherwise document the EQUIPMENT, SERVICES, installation work, completed setup, production configuration, loading and unloading activity, and portions of the venue or event space reasonably related to EDEN’s work.
The purpose of this documentation is to record and demonstrate EDEN’s equipment, workmanship, installations, layouts, production capabilities, and venue configurations. Such documentation may be used for operational records, safety and training, future event planning, proposals, EDEN’s website, portfolio, Photo Gallery, Showcase pages, social media, printed materials, and other legitimate business and promotional purposes.
EDEN’s documentation is intended to focus on EDEN’s equipment, structures, gear, installation, completed work, and the relevant venue space. EDEN does not intend to photograph or feature the private activities of the EVENT, individual guests, minors, confidential materials, restricted areas, or property unrelated to EDEN’s work.
EDEN will make reasonable efforts to avoid prominently featuring identifiable individuals and may crop, obscure, blur, or decline to publish portions of an image when reasonably appropriate. This section does not authorize EDEN to use the name, logo, trademark, testimonial, or other identifying information of PURCHASER, or to identify a particular EVENT as belonging to PURCHASER, without separate written permission.
This section also does not authorize the promotional use of a prominently featured individual’s name, photograph, or likeness without any consent required by applicable law. Photographs prominently featuring a minor will not be intentionally published for promotional purposes without the prior consent of the minor’s parent or legal guardian.
PURCHASER must disclose any venue photography rules, confidentiality requirements, restricted areas, non-public event requirements, or other applicable photography limitations to EDEN in writing before booking. EDEN will comply with photography restrictions that are disclosed in advance and expressly accepted by EDEN in writing.
PURCHASER’s agreement to these Terms does not transfer to EDEN the copyright in photographs or videos created by PURCHASER, its guests, its photographer, the venue, or another third party. EDEN will use third-party photographs or videos only when EDEN has received the necessary permission, license, assignment, or other lawful authorization.
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.
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:
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.
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:
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:
For full event production services, including but not limited to staging, sound, lighting, audio visual services, video walls, truss, backline, pipe and drape, power distribution, and event crew services, PURCHASER acknowledges that professional setup, testing, tuning, focusing, programming, safety review, soundcheck, client review, and teardown require reasonable time and access. The amount of time required depends on the size, complexity, venue conditions, access limitations, labor requirements, weather, power availability, loading conditions, and production scope.
PURCHASER understands and agrees that unreasonable or compressed setup windows can materially affect the quality, safety, completeness, timing, appearance, and performance of the EVENT. If PURCHASER, the venue, event planner, promoter, property manager, security staff, union staff, city agency, or any third party acting in connection with the EVENT limits or delays PROVIDER’s access, reduces the agreed setup time, requires same-day setup where advance setup is reasonably needed, requires an unusually fast strike or teardown, changes the load-in or load-out schedule, or otherwise restricts PROVIDER’s ability to perform the SERVICES in a reasonable manner, PROVIDER shall not be responsible for delays, reduced production quality, incomplete setup, reduced testing, shortened soundcheck, limited lighting focus, reduced programming time, aesthetic compromises, operational limitations, or other consequences arising from those limitations.
PURCHASER further agrees that PROVIDER shall not be liable for any refund, discount, chargeback, consequential damages, lost profits, reputational harm, emotional distress, event disruption, performer dissatisfaction, attendee dissatisfaction, schedule delay, or claimed loss of event value arising from compressed setup time, restricted venue access, inadequate load-in/load-out time, insufficient production preparation time, or other client-created or venue-created limitations outside PROVIDER’s reasonable control.
If PROVIDER determines that the setup window, strike window, venue access, working conditions, power availability, weather conditions, labor availability, or safety conditions are insufficient for the requested scope of work, PROVIDER may, at its discretion, modify the production scope, reduce or omit affected services, require additional labor, charge additional fees, require additional setup or strike time, postpone affected work, or decline to perform any portion of the SERVICES that PROVIDER reasonably determines cannot be performed safely, professionally, or lawfully under the circumstances.
PURCHASER is responsible for obtaining and reviewing the venue's rental agreement, operating rules, permits, and written restrictions before booking EDEN's EQUIPMENT or SERVICES, including restrictions concerning generators, fuel, sound, access, electrical power, setup, and event operations. PURCHASER must notify EDEN by email before booking of any restriction that may affect the quoted or requested work. A venue or third-party restriction that PURCHASER did not disclose, or did not discover before booking, does not by itself make EDEN responsible for the resulting inability to perform or require EDEN to provide a substitute arrangement.
This indemnity does not apply to the extent a claim is caused by PROVIDER’s proven gross negligence or willful misconduct.
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, emotional distress, loss of event value, or third-party claims arising from the EVENT.
PURCHASER acknowledges that full event production services require sufficient preparation time, setup time, testing time, tuning time, safety review time, programming time, soundcheck time, lighting focus time, video testing time, stage inspection time, client review time, and teardown or strike time. PROVIDER cannot guarantee the same result, quality, timing, appearance, reliability, or production experience when PURCHASER or the venue requires a compressed schedule, late access, same-day setup, shortened load-in, shortened load-out, rushed teardown, limited dock access, insufficient parking, insufficient power, restricted elevator access, restricted working hours, or other limitations that prevent PROVIDER from performing in a normal and reasonable manner.
Any estimate, quote, proposal, production plan, equipment list, staffing plan, or service description assumes that PURCHASER will provide reasonable access, working conditions, setup time, strike time, and cooperation appropriate for the type and scale of the EVENT. If those assumptions prove incorrect, PROVIDER may not be able to deliver the same level of service, completeness, appearance, polish, safety review, system tuning, programming, or operational performance originally contemplated.
PURCHASER agrees that PROVIDER shall not be responsible for complaints, defects, limitations, omissions, delays, incomplete work, reduced production value, reduced system performance, reduced visual quality, limited soundcheck, limited lighting focus, reduced video testing, reduced stage inspection time, or other performance issues caused in whole or in part by inadequate setup time, inadequate strike time, late venue access, denied access, restricted access, venue delays, third-party delays, insufficient power, unsafe conditions, weather, union restrictions, security restrictions, parking restrictions, elevator restrictions, dock restrictions, or other conditions outside PROVIDER’s reasonable control.
If PURCHASER chooses to save venue rental costs, labor costs, staffing costs, access costs, or other expenses by limiting PROVIDER’s available setup or teardown time, PURCHASER accepts all resulting risk to event quality, timing, completeness, appearance, safety review, and production performance. PROVIDER will make commercially reasonable efforts to perform under the conditions provided, but PROVIDER is not responsible for consequences caused by insufficient time or access.
PROVIDER may recommend earlier access, additional setup days, additional crew, additional equipment, additional testing time, overnight security, hotel rooms, meal breaks, or other production support when reasonably necessary. If PURCHASER declines, delays, limits, or refuses those recommendations, PURCHASER accepts the risk that the EVENT may not achieve the intended production result.
PURCHASER is responsible for confirming, before booking and again before the EVENT, that the venue and applicable city, fire, electrical, and event rules allow the power source and equipment arrangement required for the booked SERVICES. PURCHASER must disclose known power restrictions to EDEN before booking. A venue rule, permit condition, ordinance, or other restriction that prevents use of a planned power source does not by itself cancel or change the booking; any proposed change must be requested and approved under Section 2.3 and remains subject to Section 6.1.
If EDEN agrees in writing to connect EDEN EQUIPMENT to a generator, power source, or power-distribution device that EDEN does not own or supply, PURCHASER is responsible for ensuring that it is lawful, properly configured, properly grounded, maintained, fueled, operated, and suitable for the electrical load and conditions. PURCHASER must provide accurate specifications and allow EDEN to inspect the source and connection before use. EDEN may refuse or stop a connection or use that EDEN reasonably considers unsafe, incompatible, unlawful, unreliable, or likely to damage equipment or create a safety risk. To the extent damage, loss, or expense is caused by the third-party power source or its selection, setup, configuration, condition, or operation by PURCHASER or another person outside EDEN's control, PURCHASER is responsible for the resulting repair, replacement, and related reasonable costs, except to the extent caused by EDEN's own negligence, willful misconduct, or other liability that cannot lawfully be excluded.
If EDEN has supplied or agreed to supply a generator, but the venue, city, permit, or other applicable rule prohibits its use, EDEN may decline to substitute or connect a generator, battery pack, portable power station, inverter, or other power device supplied by PURCHASER or a third party. EDEN cannot verify or guarantee the safety, compatibility, capacity, configuration, or reliability of a device it did not select and supply. EDEN may also decline the proposed substitution if EDEN reasonably determines it cannot safely or reliably operate the booked EQUIPMENT from that source. Any approved change in power source, equipment, services, or price must be confirmed by email under Section 2.3. If no workable, approved arrangement is available because of a venue or other restriction, the resulting cancellation or inability to use the booked SERVICES is handled under Section 6.1.
Nothing in this section requires EDEN to violate a venue rule, ordinance, permit condition, electrical code, or safety requirement, or to use a power source EDEN reasonably considers unsuitable.
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.
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):
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.
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.
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.
If PURCHASER cancels, reduces, or cannot use all or part of a confirmed booking because the venue, city, property owner, event organizer, permit, or another third party prohibits or restricts the booked equipment or services, or because PURCHASER did not review or comply with a venue contract, rule, permit, or restriction, the matter is treated as a cancellation or change by PURCHASER, except to the extent the restriction was caused by EDEN's breach or an applicable law requires a different result. This includes a restriction on generators or power sources, including a restriction first raised after the booking is confirmed.
The applicable cancellation charges are those stated in the accepted quote, invoice, or other written booking terms. At a minimum, deposits identified as non-refundable under Section 2.2 remain non-refundable to the extent permitted by law. Any additional balance is due only as provided by the accepted booking terms and applicable law, including any cancellation schedule or agreed charge stated in the quote or invoice. EDEN may also recover documented, non-recoverable third-party costs and work already performed, to the extent permitted by the accepted booking terms and applicable law. EDEN will not charge twice for the same loss.
For high-demand, holiday, or otherwise date-sensitive bookings, the accepted quote or invoice may state a cancellation schedule that accounts for the time remaining before the EVENT, reserved equipment and crew, non-recoverable commitments, and the reasonable opportunity to rebook the date. Any such schedule must be disclosed in the accepted booking document. Where the accepted booking terms expressly make the full contracted amount payable upon cancellation at a particular point in time, that amount is subject to applicable law and any required limits on cancellation or liquidated-damages charges.
EDEN may, but is not required to, offer a reschedule, credit, or alternative configuration. Any such accommodation must be confirmed by email under Section 2.3 and does not waive or alter the original booking terms unless EDEN expressly says so in that email.
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.
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.
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.
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.
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.
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.
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.
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.
Electronic communications, including emails and form submissions, may be used to form this CONTRACT, and electronic copies and logs may be used as evidence of the parties’ agreement. After a booking is confirmed, however, changes to the booking are governed by Section 2.3 and are effective only when requested and approved by email as described there.
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.
Last updated: May 15th, 2026 — REVISION 6
Revision 6 updates Sections 2.3, 4.6, 4.8, 6.1, and 7.4.
The revisions require post-booking changes to be requested and confirmed by email, and cancellation notices to be sent by email; clarify responsibility for reviewing venue restrictions; establish requirements and limits for generator and other power-source use; address venue-related cancellations and applicable cancellation charges; and align the electronic-communications provision with the email-only change process.
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.
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.
This CONTRACT applies to all transactions between PROVIDER and PURCHASER, including but not limited to:
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:
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.
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.
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.
After a booking is confirmed, all requests to change or cancel any part of the booking must be submitted by email to the EDEN email address used for the booking or otherwise designated by EDEN in writing. This applies to changes to the event date or time, venue or location, equipment, services, delivery or pickup arrangements, power arrangements, access, schedule, and any other order detail. A request sent by text message, phone, voicemail, social media, or another messaging service does not change the booking.
An emailed cancellation notice is effective when received by EDEN and remains subject to the cancellation terms in Section 6.1. A requested change or rescheduling is not approved and does not amend the booking unless EDEN confirms its approval and any revised price, schedule, or other conditions by email. EDEN may decline a requested change because of availability, safety, venue rules, or other operational requirements. Until EDEN confirms a change by email, the existing confirmed booking and its payment and cancellation terms remain in effect. PURCHASER is responsible for checking that EDEN has received and confirmed the request in time.
Approved changes may result in additional charges, including increased labor, trucking, lodging, vendor, equipment, or venue-access costs. EDEN may require payment of those charges before performing the changed work. EDEN is not required to accommodate a requested change that conflicts with other bookings, crew or equipment availability, safety requirements, applicable law, or venue restrictions.
For multiple-day events, conferences, trade shows, festivals, corporate meetings, audio visual productions, staging productions, lighting productions, sound reinforcement events, video wall events, or other extended engagements where PROVIDER's engineers, technicians, operators, stagehands, production managers, or other crew members are required to remain onsite, nearby, on-call, or reasonably available for the duration of the event, PURCHASER is responsible for providing suitable lodging for each required crew member unless such lodging is expressly included in EDEN's written estimate, invoice, quote, or proposal.
Unless otherwise agreed in writing, PURCHASER must provide one clean, safe, private hotel room for each EDEN engineer, technician, operator, or crew member assigned to the event for each night reasonably required by the event schedule. Required lodging nights may include the night before an early load-in, each night during the event, and the night following a late strike, overnight teardown, or schedule that would make same-day return travel unsafe, unreasonable, or impractical.
Hotel accommodations must be located within a reasonable distance of the event venue and must be suitable for professional crew rest and recovery. Shared rooms, private residences, unsafe lodging, unusually distant lodging, or lodging that materially interferes with crew rest, call times, safety, or event performance will not satisfy this requirement unless specifically approved by EDEN in writing.
If PURCHASER does not provide acceptable lodging in advance, EDEN may, at its option, arrange lodging directly and add the actual lodging cost, taxes, parking, resort fees, booking fees, and related travel expenses to PURCHASER's invoice. PURCHASER agrees that these lodging and travel charges are event-related costs and are due in the same manner as all other charges under this CONTRACT.
PURCHASER is also responsible for reasonable crew-related travel and support costs necessary for multi-day, extended-hour, overnight, or out-of-area events, including but not limited to hotel parking, meals, per diem, mileage, fuel, tolls, airfare, rental vehicles, rideshare transportation, and other reasonable expenses, unless such items are expressly excluded or separately addressed in EDEN's written estimate, invoice, quote, or proposal.
Failure to provide required lodging or crew support may result in additional charges, schedule changes, reduced onsite availability, delayed setup or strike, or cancellation of affected services if EDEN determines that crew safety, crew rest, travel time, or event performance would be compromised.
PURCHASER is responsible for providing safe, lawful, reasonably secure, and practical parking and vehicle access for all PROVIDER vehicles required for the EVENT, including but not limited to delivery trucks, box trucks, trailers, vans, service vehicles, production vehicles, and personal vehicles used by EDEN employees, engineers, technicians, operators, contractors, subcontractors, and crew members assigned to the EVENT.
PURCHASER must arrange and pay for all parking, loading dock access, venue parking passes, valet charges, garage fees, meter fees, street-use permits, loading zone permits, security gate access, lot access, shuttle requirements, and similar vehicle access costs required for PROVIDER to load in, remain onsite, service the EVENT, and load out in a safe and reasonable manner.
PURCHASER understands that PROVIDER vehicles may need to remain parked at or near the venue for the duration of load-in, setup, soundcheck, programming, operation, teardown, strike, load-out, overnight holds, multi-day events, or emergency service access. PURCHASER must provide parking that is reasonably close to the venue, suitable for the size and type of vehicle, and appropriate for the equipment, crew, schedule, and safety requirements of the EVENT.
If PURCHASER, the venue, property manager, event planner, promoter, security staff, parking operator, city agency, or any third party associated with the EVENT requires PROVIDER to park in an unsafe, unsecured, unusually remote, restricted, high-risk, unmonitored, poorly lit, or otherwise unsuitable area, PURCHASER accepts responsibility for additional costs, delays, labor, security needs, and reasonable vehicle-related losses or expenses that arise from those parking conditions, to the extent permitted by law.
PURCHASER agrees to reimburse PROVIDER for reasonable parking-related expenses, including but not limited to parking fees, valet fees, garage fees, meter charges, loading dock fees, street-use permits, parking permits, parking tickets, towing charges, storage charges, impound fees, boot-removal charges, shuttle costs, rideshare costs, additional labor time, additional trucking time, and additional trips that arise because safe and lawful parking or loading access was not provided as represented or reasonably required.
PURCHASER further agrees that if PROVIDER vehicles, trailers, equipment vehicles, or crew vehicles are damaged, vandalized, broken into, tagged with graffiti, towed, booted, struck, stolen from, or otherwise harmed while parked in an area required, designated, approved, controlled, recommended, or made necessary by PURCHASER, the venue, the event site, or any third party associated with the EVENT, PURCHASER may be responsible for the reasonable cost of repair, cleaning, replacement, insurance deductible, loss-of-use, rental substitute vehicle, towing, storage, administrative time, and related expenses, to the extent such damage or expense was not caused solely by PROVIDER's own negligence or unlawful conduct.
If safe and lawful parking or loading access is not available, PROVIDER may, at its discretion, delay load-in, delay setup, require additional labor, require additional security, require alternate parking arrangements, charge additional fees, reduce the service scope, refuse to leave vehicles or equipment in an unsafe area, or decline to perform any portion of the SERVICES that PROVIDER reasonably determines cannot be performed safely, lawfully, or professionally under the circumstances.
Failure of PURCHASER to provide accurate parking, loading, access, security, or venue instructions before the EVENT may result in additional charges and does not relieve PURCHASER of payment obligations under this CONTRACT.
For full event production services, including but not limited to staging, sound, lighting, audio visual services, video walls, truss, backline, pipe and drape, power distribution, technical labor, and production crew services, PURCHASER acknowledges that PROVIDER is the professional party responsible for determining the reasonable setup time, testing time, programming time, soundcheck time, safety review time, operation time, strike time, teardown time, load-out time, crew call times, and vehicle access requirements necessary to perform the SERVICES safely and professionally.
PURCHASER understands that setup and strike durations are not arbitrary, interchangeable, or guaranteed to fit within a venue's preferred rental window. The time required depends on the scope of work, equipment quantity, stage size, access distance, dock access, elevator access, truck parking, crew availability, power availability, venue restrictions, weather, safety requirements, testing requirements, and the amount of production polish reasonably expected for the EVENT.
PROVIDER's determination of required setup and strike time is based on professional experience, prior productions, equipment handling requirements, safety practices, and the practical realities of loading, building, wiring, testing, tuning, focusing, operating, disassembling, packing, and loading professional production equipment. PURCHASER agrees that PROVIDER is not required to accept a setup or strike window that PROVIDER reasonably determines is unsafe, unrealistic, unprofessional, or insufficient for the requested scope of work.
If PURCHASER, PURCHASER's planner, committee, venue, property manager, promoter, coordinator, security staff, union staff, or any other party associated with the EVENT changes the event schedule, limits venue access, reduces setup time, reduces strike time, delays room access, requires same-day load-in, requires rushed teardown, restricts loading areas, or otherwise compresses the production schedule, PURCHASER accepts all risk arising from those limitations. PROVIDER shall not be liable for delays, incomplete setup, reduced production quality, reduced testing, limited soundcheck, limited lighting focus, limited video testing, reduced safety review, appearance compromises, operational limitations, or other consequences caused by insufficient time or access.
PURCHASER further understands that adding more technicians, stagehands, engineers, operators, or crew members is not always possible, practical, available, safe, efficient, or sufficient to overcome an unrealistic setup or strike schedule. Certain production tasks must occur in sequence and cannot be safely or professionally completed faster simply by adding additional labor. Additional crew, if available, may increase the cost of the EVENT and may still not make a compressed schedule feasible.
If PURCHASER adds equipment, increases the stage size, adds lighting, adds sound, adds video, adds truss, adds backline, adds power, changes the layout, changes venue access, changes load-in or load-out conditions, changes the event timeline, or otherwise increases the scope of work after the original estimate, quote, invoice, or agreement, PROVIDER may require additional setup time, additional strike time, additional crew, additional trucking, additional lodging, additional parking, additional equipment, additional technical review, and/or additional fees. PROVIDER may also decline some or all requested additions if the revised scope cannot be completed safely, professionally, or within the available schedule.
Staging materials, equipment, cases, carts, decks, truss, lighting, sound equipment, video equipment, or other materials outside a gate, outside a venue room, outside a building, in a hallway, in a parking lot, in a loading area, or in any pre-stage location does not constitute full setup access unless PROVIDER has complete, safe, lawful, and practical access to the actual installation area, power locations, rigging or placement areas, stage location, audience area, control positions, and other work areas required to complete the production. Pre-staging materials may help in some circumstances, but it does not eliminate the need for adequate onsite setup, testing, tuning, focusing, programming, safety review, and strike time.
PURCHASER is responsible for advising PROVIDER of all venue access limitations, room access times, loading restrictions, strike deadlines, gate restrictions, security requirements, union restrictions, elevator limitations, parking limitations, outdoor staging limitations, indoor access limitations, and other timing restrictions before booking and before approving any quote, estimate, invoice, or revised scope. Failure to disclose these limitations in advance may result in additional charges, schedule changes, reduced scope, or PROVIDER declining to perform affected portions of the SERVICES.
If PURCHASER insists on a production schedule that PROVIDER reasonably determines is insufficient, unsafe, or inconsistent with the requested scope of work, PROVIDER may, at its discretion, require a reduced scope of work, require additional time, require additional crew, charge additional fees, reschedule load-in or strike, omit affected services, or cancel/decline the affected portion of the EVENT. In such circumstances, PURCHASER remains responsible for amounts due under the CONTRACT, including costs already incurred by PROVIDER.
PROVIDER will make commercially reasonable efforts to perform within the schedule made available by PURCHASER, but PROVIDER does not guarantee the same result, quality, appearance, completeness, safety review, sound quality, lighting appearance, video performance, stage finish, or production experience when PURCHASER provides less time, less access, less labor support, or more scope than the production reasonably requires.
Unless otherwise specified in writing on the invoice:
PURCHASER authorizes PROVIDER to charge the credit or debit card(s) presented for:
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.
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.
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.
PURCHASER acknowledges that EDEN may photograph, video record, or otherwise document the EQUIPMENT, SERVICES, installation work, completed setup, production configuration, loading and unloading activity, and portions of the venue or event space reasonably related to EDEN’s work.
The purpose of this documentation is to record and demonstrate EDEN’s equipment, workmanship, installations, layouts, production capabilities, and venue configurations. Such documentation may be used for operational records, safety and training, future event planning, proposals, EDEN’s website, portfolio, Photo Gallery, Showcase pages, social media, printed materials, and other legitimate business and promotional purposes.
EDEN’s documentation is intended to focus on EDEN’s equipment, structures, gear, installation, completed work, and the relevant venue space. EDEN does not intend to photograph or feature the private activities of the EVENT, individual guests, minors, confidential materials, restricted areas, or property unrelated to EDEN’s work.
EDEN will make reasonable efforts to avoid prominently featuring identifiable individuals and may crop, obscure, blur, or decline to publish portions of an image when reasonably appropriate. This section does not authorize EDEN to use the name, logo, trademark, testimonial, or other identifying information of PURCHASER, or to identify a particular EVENT as belonging to PURCHASER, without separate written permission.
This section also does not authorize the promotional use of a prominently featured individual’s name, photograph, or likeness without any consent required by applicable law. Photographs prominently featuring a minor will not be intentionally published for promotional purposes without the prior consent of the minor’s parent or legal guardian.
PURCHASER must disclose any venue photography rules, confidentiality requirements, restricted areas, non-public event requirements, or other applicable photography limitations to EDEN in writing before booking. EDEN will comply with photography restrictions that are disclosed in advance and expressly accepted by EDEN in writing.
PURCHASER’s agreement to these Terms does not transfer to EDEN the copyright in photographs or videos created by PURCHASER, its guests, its photographer, the venue, or another third party. EDEN will use third-party photographs or videos only when EDEN has received the necessary permission, license, assignment, or other lawful authorization.
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.
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:
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.
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:
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:
For full event production services, including but not limited to staging, sound, lighting, audio visual services, video walls, truss, backline, pipe and drape, power distribution, and event crew services, PURCHASER acknowledges that professional setup, testing, tuning, focusing, programming, safety review, soundcheck, client review, and teardown require reasonable time and access. The amount of time required depends on the size, complexity, venue conditions, access limitations, labor requirements, weather, power availability, loading conditions, and production scope.
PURCHASER understands and agrees that unreasonable or compressed setup windows can materially affect the quality, safety, completeness, timing, appearance, and performance of the EVENT. If PURCHASER, the venue, event planner, promoter, property manager, security staff, union staff, city agency, or any third party acting in connection with the EVENT limits or delays PROVIDER’s access, reduces the agreed setup time, requires same-day setup where advance setup is reasonably needed, requires an unusually fast strike or teardown, changes the load-in or load-out schedule, or otherwise restricts PROVIDER’s ability to perform the SERVICES in a reasonable manner, PROVIDER shall not be responsible for delays, reduced production quality, incomplete setup, reduced testing, shortened soundcheck, limited lighting focus, reduced programming time, aesthetic compromises, operational limitations, or other consequences arising from those limitations.
PURCHASER further agrees that PROVIDER shall not be liable for any refund, discount, chargeback, consequential damages, lost profits, reputational harm, emotional distress, event disruption, performer dissatisfaction, attendee dissatisfaction, schedule delay, or claimed loss of event value arising from compressed setup time, restricted venue access, inadequate load-in/load-out time, insufficient production preparation time, or other client-created or venue-created limitations outside PROVIDER’s reasonable control.
If PROVIDER determines that the setup window, strike window, venue access, working conditions, power availability, weather conditions, labor availability, or safety conditions are insufficient for the requested scope of work, PROVIDER may, at its discretion, modify the production scope, reduce or omit affected services, require additional labor, charge additional fees, require additional setup or strike time, postpone affected work, or decline to perform any portion of the SERVICES that PROVIDER reasonably determines cannot be performed safely, professionally, or lawfully under the circumstances.
PURCHASER is responsible for obtaining and reviewing the venue's rental agreement, operating rules, permits, and written restrictions before booking EDEN's EQUIPMENT or SERVICES, including restrictions concerning generators, fuel, sound, access, electrical power, setup, and event operations. PURCHASER must notify EDEN by email before booking of any restriction that may affect the quoted or requested work. A venue or third-party restriction that PURCHASER did not disclose, or did not discover before booking, does not by itself make EDEN responsible for the resulting inability to perform or require EDEN to provide a substitute arrangement.
This indemnity does not apply to the extent a claim is caused by PROVIDER’s proven gross negligence or willful misconduct.
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, emotional distress, loss of event value, or third-party claims arising from the EVENT.
PURCHASER acknowledges that full event production services require sufficient preparation time, setup time, testing time, tuning time, safety review time, programming time, soundcheck time, lighting focus time, video testing time, stage inspection time, client review time, and teardown or strike time. PROVIDER cannot guarantee the same result, quality, timing, appearance, reliability, or production experience when PURCHASER or the venue requires a compressed schedule, late access, same-day setup, shortened load-in, shortened load-out, rushed teardown, limited dock access, insufficient parking, insufficient power, restricted elevator access, restricted working hours, or other limitations that prevent PROVIDER from performing in a normal and reasonable manner.
Any estimate, quote, proposal, production plan, equipment list, staffing plan, or service description assumes that PURCHASER will provide reasonable access, working conditions, setup time, strike time, and cooperation appropriate for the type and scale of the EVENT. If those assumptions prove incorrect, PROVIDER may not be able to deliver the same level of service, completeness, appearance, polish, safety review, system tuning, programming, or operational performance originally contemplated.
PURCHASER agrees that PROVIDER shall not be responsible for complaints, defects, limitations, omissions, delays, incomplete work, reduced production value, reduced system performance, reduced visual quality, limited soundcheck, limited lighting focus, reduced video testing, reduced stage inspection time, or other performance issues caused in whole or in part by inadequate setup time, inadequate strike time, late venue access, denied access, restricted access, venue delays, third-party delays, insufficient power, unsafe conditions, weather, union restrictions, security restrictions, parking restrictions, elevator restrictions, dock restrictions, or other conditions outside PROVIDER’s reasonable control.
If PURCHASER chooses to save venue rental costs, labor costs, staffing costs, access costs, or other expenses by limiting PROVIDER’s available setup or teardown time, PURCHASER accepts all resulting risk to event quality, timing, completeness, appearance, safety review, and production performance. PROVIDER will make commercially reasonable efforts to perform under the conditions provided, but PROVIDER is not responsible for consequences caused by insufficient time or access.
PROVIDER may recommend earlier access, additional setup days, additional crew, additional equipment, additional testing time, overnight security, hotel rooms, meal breaks, or other production support when reasonably necessary. If PURCHASER declines, delays, limits, or refuses those recommendations, PURCHASER accepts the risk that the EVENT may not achieve the intended production result.
PURCHASER is responsible for confirming, before booking and again before the EVENT, that the venue and applicable city, fire, electrical, and event rules allow the power source and equipment arrangement required for the booked SERVICES. PURCHASER must disclose known power restrictions to EDEN before booking. A venue rule, permit condition, ordinance, or other restriction that prevents use of a planned power source does not by itself cancel or change the booking; any proposed change must be requested and approved under Section 2.3 and remains subject to Section 6.1.
If EDEN agrees in writing to connect EDEN EQUIPMENT to a generator, power source, or power-distribution device that EDEN does not own or supply, PURCHASER is responsible for ensuring that it is lawful, properly configured, properly grounded, maintained, fueled, operated, and suitable for the electrical load and conditions. PURCHASER must provide accurate specifications and allow EDEN to inspect the source and connection before use. EDEN may refuse or stop a connection or use that EDEN reasonably considers unsafe, incompatible, unlawful, unreliable, or likely to damage equipment or create a safety risk. To the extent damage, loss, or expense is caused by the third-party power source or its selection, setup, configuration, condition, or operation by PURCHASER or another person outside EDEN's control, PURCHASER is responsible for the resulting repair, replacement, and related reasonable costs, except to the extent caused by EDEN's own negligence, willful misconduct, or other liability that cannot lawfully be excluded.
If EDEN has supplied or agreed to supply a generator, but the venue, city, permit, or other applicable rule prohibits its use, EDEN may decline to substitute or connect a generator, battery pack, portable power station, inverter, or other power device supplied by PURCHASER or a third party. EDEN cannot verify or guarantee the safety, compatibility, capacity, configuration, or reliability of a device it did not select and supply. EDEN may also decline the proposed substitution if EDEN reasonably determines it cannot safely or reliably operate the booked EQUIPMENT from that source. Any approved change in power source, equipment, services, or price must be confirmed by email under Section 2.3. If no workable, approved arrangement is available because of a venue or other restriction, the resulting cancellation or inability to use the booked SERVICES is handled under Section 6.1.
Nothing in this section requires EDEN to violate a venue rule, ordinance, permit condition, electrical code, or safety requirement, or to use a power source EDEN reasonably considers unsuitable.
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.
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):
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.
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.
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.
If PURCHASER cancels, reduces, or cannot use all or part of a confirmed booking because the venue, city, property owner, event organizer, permit, or another third party prohibits or restricts the booked equipment or services, or because PURCHASER did not review or comply with a venue contract, rule, permit, or restriction, the matter is treated as a cancellation or change by PURCHASER, except to the extent the restriction was caused by EDEN's breach or an applicable law requires a different result. This includes a restriction on generators or power sources, including a restriction first raised after the booking is confirmed.
The applicable cancellation charges are those stated in the accepted quote, invoice, or other written booking terms. At a minimum, deposits identified as non-refundable under Section 2.2 remain non-refundable to the extent permitted by law. Any additional balance is due only as provided by the accepted booking terms and applicable law, including any cancellation schedule or agreed charge stated in the quote or invoice. EDEN may also recover documented, non-recoverable third-party costs and work already performed, to the extent permitted by the accepted booking terms and applicable law. EDEN will not charge twice for the same loss.
For high-demand, holiday, or otherwise date-sensitive bookings, the accepted quote or invoice may state a cancellation schedule that accounts for the time remaining before the EVENT, reserved equipment and crew, non-recoverable commitments, and the reasonable opportunity to rebook the date. Any such schedule must be disclosed in the accepted booking document. Where the accepted booking terms expressly make the full contracted amount payable upon cancellation at a particular point in time, that amount is subject to applicable law and any required limits on cancellation or liquidated-damages charges.
EDEN may, but is not required to, offer a reschedule, credit, or alternative configuration. Any such accommodation must be confirmed by email under Section 2.3 and does not waive or alter the original booking terms unless EDEN expressly says so in that email.
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.
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.
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.
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.
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.
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.
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.
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.
Electronic communications, including emails and form submissions, may be used to form this CONTRACT, and electronic copies and logs may be used as evidence of the parties’ agreement. After a booking is confirmed, however, changes to the booking are governed by Section 2.3 and are effective only when requested and approved by email as described there.
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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