PAYMENTS. If any invoice is not paid when due, interest will be added to and payable on all overdue amounts at 2% per month, 24% per annum. The Client shall pay all costs of collection, including without limitation, reasonable attorney fees.
In addition to any other right or remedy provided by law, if The Client fails to pay for the Services when due, Lumos has the option to treat such failure to pay as a material breach of this Contract, and may cancel this Contract and/or seek legal remedies as described below under "Remedies on Default."
All credit card payments will incur a 4% processing fee. Returned checks are subject to a $200 returned check fee. Cancellations made less than 12 weeks before the date of the event will require payment in full. All cancellations must be in writing. The cancellation conditions above will apply for a postponed event if Lumos is not able to re-schedule for the new date and time. The fee for postponed event is subject to change.
WARRANTIES. Lumos shall provide its services and meet its obligations under this Contract in a timely and workmanlike manner, using knowledge and recommendations for performing the services which meet generally acceptable standards in Lumos' community and region, and will provide a standard of care equal to, or superior to, care used by service providers similar to Lumos on similar projects.
TERM. This Contract will terminate automatically upon completion by Lumos of the Services required by this Contract.
DEFAULT. The occurrence of any of the following shall constitute a material default under this Contract:
a. The failure to make a required payment when due.
b. The insolvency or bankruptcy of either party.
c. The subjection of any of either party's property to any levy, seizure, general assignment for the benefit of creditors, application or sale for or by any creditor or government agency.
d. The failure to make available or deliver the Services in the time and manner provided for in this Contract.
REMEDIES ON DEFAULT. In addition to any and all other rights a party may have available according to law, if a party defaults by failing to substantially perform any provision, term or condition of this Contract (including without limitation the failure to make a monetary payment when due), the other party may terminate the Contract by providing written notice to the defaulting party. This notice shall describe with sufficient detail the nature of the default. The party receiving such notice shall have 21 days from the effective date of such notice to cure the default(s). Unless waived by a party providing notice, the failure to cure the default(s) within such time period shall result in the automatic termination of this Contract.
FORCE MAJEURE. If performance of this Contract or any obligation under this Contract is prevented, restricted, or interfered with by causes beyond either party's reasonable control ("Force Majeure"), and if the party unable to carry out its obligations gives the other party prompt written notice of such event, then the obligations of the party invoking this provision shall be suspended to the extent necessary by such event. The term Force Majeure shall include, without limitation, acts of God, fire, explosion, vandalism, storm or other similar occurrence, orders or acts of military or civil authority, or by national emergencies, insurrections, riots, or wars, or strikes, lock-outs, work stoppages, or supplier failures. The excused party shall use reasonable efforts under the circumstances to avoid or remove such causes of non-performance and shall proceed to perform with reasonable dispatch whenever such causes are removed or ceased. An act or omission shall be deemed within the reasonable control of a party if committed, omitted, or caused by such party, or its employees, officers, agents, or affiliates.
CONFIDENTIALITY. Lumos, and its employees, agents, or representatives will not at any time or in any manner, either directly or indirectly, use for the personal benefit of Lumos, or divulge, disclose, or communicate in any manner, any information that is proprietary to The Client. Lumos and its employees, agents, and representatives will protect such information and treat it as strictly confidential. This provision will continue to be effective after the termination of this Contract.
NOTICE and CANCELLATIONS. Any notice or communication required or permitted under this Contract shall be sufficiently given if delivered in person, over email or by certified mail, return receipt requested, to the addresses listed above or to such other address as one party may have furnished to the other in writing. Cancellations made less than 12 weeks before the date of the event will require payment in full. The notice shall be deemed received when delivered or signed for, or on the third day after mailing if not signed for.
ASSIGNMENT. Neither party may assign or transfer this Contract without prior written consent of the other party, which consent shall not be unreasonably withheld.
ENTIRE CONTRACT. This Contract contains the entire agreement of the parties regarding the subject matter of this Contract, and there are no other promises or conditions in any other agreement whether oral or written. This Contract supersedes any prior written or oral agreements between the parties.
AMENDMENT. This Contract may be modified or amended if the amendment is made in writing and signed by both parties.
SEVERABILITY. If any provision of this Contract shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Contract is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.
WAIVER OF CONTRACTUAL RIGHT. The failure of either party to enforce any provision of this Contract shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Contract.
APPLICABLE LAW. This Contract shall be governed by and construed according to the laws of the State of South Carolina without reference to its conflicts of law principles.
MEDIATION. All claims, disputes, and controversies arising out of or in relation to the performance, interpretation, application, or enforcement of this agreement, including but not limited to breach thereof, shall be referred to mediation before, and as a condition precedent to, the initiation of any adjudicative action or proceeding, including arbitration.
INDEMNITY. Any damage(s) to the HALO hardware or iPad will incur a $5,000 replacement fee for each damaged unit due to guest overindulgence, improper event breakdown and handling around HALO, cords and outlets, or hotspot that includes, but not limited to: breakage, spills, theft, permanent marks. An exception would be if a Lumos Brand Ambassador was onsite and another vendor or guest managed to damage the booth, then the replacement fee would go down to $2,500 for each damaged unit.
COPYRIGHT. Lumos retains the entire copyright of the photographs and GIFs at all times throughout the world. When digital or printed images have been provided as part of a package, these images may be printed and displayed online for personal but not commercial use. An exception for commercial use if the Client asked for permission in writing, Lumos retains the right in all cases to use the photographs in any manner at any time and in any part of the world for the purposes of advertising or otherwise promoting work or any other use.
ARCHIVAL RELEASE. Lumos is under no obligation to retain digital images on file.