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Agreement Terms

ARTICLE I: INTRODUCTION & PARTIES

• Section 1.1. Parties: This Master Services Agreement ("Agreement") is entered into by and between Silver & Light Co ("S&L") and the Client.

• Section 1.2. Scope of Agreement: This Agreement governs the provision of DJ, photobooth, and/or event production services by S&L in accordance with the event details outlined in the official booking invoice and Client Planning Document.

ARTICLE II: SCOPE OF SERVICES

• Section 2.1. General Execution: S&L shall adhere to the Client's specific requests as detailed in the official Client Planning Document (Google Doc), reserving the right to make reasonable professional adjustments on-site to accommodate unforeseen variables and ensure the successful execution of the Client's overall vision.

• Section 2.2. Duration of Services: The total duration of all contracted work provided by S&L—inclusive of both active service periods and any requested idle time—is strictly limited to a maximum of eight (8) hours. This eight-hour limitation applies solely to the operational timeline of the event and does not include the time required by S&L personnel for pre-event setup and post-event teardown. Any extension of services beyond this eight-hour limit is subject to S&L's professional availability, requires mutual agreement, and will incur supplementary overtime fees.

• Section 2.3. Audio, Lighting & Performance Operations:

• 2.3.1. Audio: Audio reinforcement shall consist of a minimum of one (1) speaker and subwoofer combination, actively managed by S&L personnel for the duration of the event.

• 2.3.2. Microphones: S&L shall provide microphones for all scheduled announcements and speaking engagements. A maximum of four (4) microphones may be active simultaneously (comprising up to two handheld units and up to four lavalier/clip-on units).

• 2.3.3. Musical Selection & Performance Style: Musical curation shall be guided by the Client Planning Document. The Client acknowledges that live DJ performance is an inherently subjective art form. As such, S&L retains full professional creative discretion regarding live mixing techniques, track duration, blending, transitions, and overall musical flow to maintain optimal dance floor engagement. S&L agrees to strictly honor any officially designated “Do Not Play” requests.

• 2.3.4. Lighting: S&L shall provide standard dynamic dance floor lighting for all events to enhance the open dance segments, subject to venue space and safety requirements.

• 2.3.5. Master of Ceremonies (MC) Services: S&L shall act as the Master of Ceremonies for the event, executing all scheduled formal announcements, introductions, and timeline directives as outlined in the Client Planning Document. While S&L shall faithfully execute the Client's scheduled events, S&L retains creative control over the final verbiage, vocal delivery, pacing, and organic crowd interaction to ensure a professional, natural, and engaging event flow.

• Section 2.4. Contracted Add-On Services (If Applicable):

• 2.4.1. Ceremony Audio Add-On: S&L shall provide dedicated audio support for the wedding ceremony. This service utilizes a completely battery-powered and wireless equipment setup, comprising one (1) battery-powered speaker mounted on a stand and up to three (3) wireless microphones. S&L personnel shall operate this equipment from a small raised table positioned to the side or rear of the ceremony space. The Client acknowledges that wireless signal integrity is subject to environmental variables and local radio frequency (RF) interference. For outdoor ceremonies, the deployment of electronic equipment is strictly contingent upon safe weather conditions. S&L reserves the right to relocate or suspend ceremony audio services if precipitation, high winds, or extreme temperatures pose a risk of damage to the equipment.

• 2.4.2. Monogram Add-On: S&L shall provide a digital video projector to cast a customized static image (monogram) onto a designated venue floor or wall. The monogram graphic is custom-designed by S&L. The Client is entitled to a maximum of two (2) complimentary design revisions, and the final design must be formally approved by the Client prior to the event date. The Client acknowledges that the visibility, crispness, and final appearance of the projected image are heavily dependent upon on-site variables outside of S&L’s control, including venue architecture, surface textures (e.g., dark flooring, uneven walls), and ambient lighting conditions. Furthermore, optimal projection requires a safe, unobstructed line of sight; therefore, the final location of the projection equipment and the resulting angle or scale of the monogram are strictly subject to physical venue constraints and S&L's professional discretion to ensure safety and prevent tripping hazards.

• 2.4.3. Video Projection Add-On: S&L shall provide and assemble a digital video projector and screen (available in 100”, 65”, 40”, or 24” formats) in a predetermined, mutually agreed-upon location for the display of digital media (e.g., photo slideshows or pre-recorded videos). S&L shall integrate the audio from the video presentation directly into the primary sound system. The Client is exclusively responsible for creating and providing the finalized digital media content. All media files must be uploaded by the Client to a secure cloud storage folder utilizing a dedicated access link provided by S&L. To ensure proper formatting and playback testing, all digital media must be uploaded no later than fourteen (14) days prior to the event date. S&L does not provide video editing or slideshow creation services under this clause and is not liable for the visual quality or pixelation of low-resolution media provided by the Client when scaled to the projection screen.

• 2.4.4. Cold Sparks Add-On: S&L shall provide non-pyrotechnic cold spark fountain machines. Operation is strictly subject to manufacturer safety guidelines and explicitly contingent upon prior written authorization from the venue. The Client is exclusively responsible for securing this authorization and coordinating any necessary fire alarm isolations with venue management. The Client acknowledges that the machines require a strict vertical ceiling clearance and a secure horizontal perimeter free of attendees, attire, and flammable decor. S&L reserves the right, at its sole professional discretion, to instantly abort or suspend the effect—without issuing a refund—if attendees, attire, or decor encroach upon the safety perimeter, or if on-site conditions are deemed unsafe. Furthermore, the Client acknowledges that the machines produce minor smoke and leave a granular, sand-like residue on the floor. S&L shall not be held liable for any resulting venue cleaning fees, slip-and-fall hazards, or fines associated with triggered fire alarms. Total operation time shall not exceed ten (10) minutes.

• 2.4.5. Glow Foam Dance Sticks Add-On: S&L shall provide fifty (50) LED glow foam dance sticks. S&L personnel shall activate and distribute the items to attendees at the commencement of the open dance segment, or at an alternative mutually agreed-upon time. The Client and attendees are permitted to retain the dance sticks as event favors following the conclusion of the contracted services. The Client acknowledges that the foam sticks contain small internal electronic components and batteries. S&L assumes no liability for any injuries, property damage, or choking hazards resulting from the tampering, disassembling, or improper physical use of the dance sticks by the Client or event attendees.

• 2.4.6. CO2 Cannon Add-On: S&L shall provide a handheld CO2 cannon and necessary compressed CO2 tanks for atmospheric effects. The Client is exclusively responsible for securing explicit prior authorization from the venue. The device may be operated by S&L personnel, the Client, or designated attendees. The Client acknowledges the inherent safety risks associated with pressurized CO2 (including extreme cold temperatures and loud discharge) and assumes full legal and financial liability for any personal injuries, venue damage (including accidental fire sprinkler activation), or equipment damage resulting from the operation of the device by the Client or their attendees. The cannon must only be operated in well-ventilated areas and shall never be discharged directly at individuals' faces or eyes.

• 2.4.7. Uplighting Add-On: S&L shall provide ten (10) LED uplight fixtures to be positioned in mutually agreed-upon locations throughout the venue to enhance architectural features or event decor. The fixtures shall be programmed to a static color selected by the Client prior to the event. The Client acknowledges that exact color matching (e.g., matching specific Pantone hues, floral arrangements, or fabric colors) is subject to the inherent limitations of LED technology and the ambient lighting conditions of the venue. Final fixture placement is subject to S&L's professional discretion to ensure safe power routing and unobstructed walkways.

• Section 2.5. Photobooth Services (If Applicable):

• 2.5.1. Hardware & Features: S&L shall provide photobooth hardware corresponding to the explicitly contracted package, which may include stationary open-air digital booths, roaming/handheld digital booths, or 360 video booths. Standard features include instant SMS and/or email delivery capabilities, and, where applicable to the booth type, a standard fabric backdrop.

• 2.5.2. Connectivity & Delivery: S&L requires reliable Wi-Fi or cellular service to execute instant digital delivery. In the event of inadequate internet connectivity, all media will be queued locally and automatically delivered to guests once a stable network is established post-event. S&L is not liable for delivery delays caused by venue infrastructure.

• 2.5.3. Space & Placement: Standard stationary photobooths require a minimum operational footprint of 8 feet by 8 feet. 360 video booths require a larger minimum operational footprint of 12 feet by 12 feet. Both setups require an 8-foot ceiling clearance and must be situated on solid, perfectly level ground. Final placement is subject to S&L's on-site approval to ensure structural safety, mechanical clearance, and optimal lighting.

• 2.5.4. Outdoor Operations: If the photobooth is stationed outdoors, the Client must make every reasonable attempt to provide hard roof overhead coverage (e.g., a solid pavilion or structurally secure tent). If the Client is unable to provide adequate overhead coverage, S&L shall supply additional specialized outdoor equipment (such as a commercial-grade canopy) to protect the hardware from the elements, prevent direct sun glare, and achieve the highest quality photo captures. The provision of this additional equipment shall incur a supplementary fee, which will be communicated and added to the Client's invoice prior to the event. Regardless of overhead coverage, S&L reserves the right to suspend service, power down, or relocate the equipment indoors at its sole professional discretion if severe adverse weather (e.g., heavy rain, high winds, lightning, extreme heat) threatens the safety of the equipment, personnel, or event attendees.

• 2.5.5. Custom Graphics & Gallery: S&L shall host an online digital gallery accessible for a minimum of one (1) year. S&L shall design a custom graphic overlay, permitting up to two (2) complimentary revisions prior to finalization.

• 2.5.6. Prop Usage: If physical props are provided, the Client acknowledges they are subject to normal wear and tear. S&L reserves the right to remove unsafe or damaged props during the event. The Client remains financially responsible for props intentionally destroyed or stolen by attendees.

• 2.5.7. Idle Time & Breaks: Contracted hours represent continuous operation. Pre-assembly or requested pauses in operation may incur an 'Idle Time' fee. For events exceeding four (4) continuous hours, the S&L attendant shall be entitled to one 15-minute break, temporarily suspending operations during a low-traffic period.

• 2.5.8. Upgrades: Premium backdrops, custom interface start screens, and virtual browser-based applications shall be provided if the applicable upgrade package is explicitly contracted.

• 2.5.9. 360 Video Booth Safety & Liability: If a 360 Video Booth is contracted, the Client acknowledges that the equipment features a rapidly moving mechanical arm and an elevated staging platform subject to strict weight capacities. S&L personnel will provide verbal safety instructions to all users prior to operation. Attendees must remain entirely within the platform boundaries, keep all limbs and loose clothing clear of the rotating arm's path, and refrain from jumping or erratic movement while on the platform. To ensure safety, S&L personnel reserve the right to immediately halt operation and refuse service to any individual exhibiting extreme intoxication, unruliness, or a failure to comply with safety directives. S&L assumes no liability for slips, falls, or striking injuries resulting from attendees circumventing the designated safety perimeter, ignoring instructions, or misusing the equipment.

• Section 2.6. Content Creation Services (If Applicable):

• 2.6.1. Standard Package: One (1) dedicated Content Creator shall capture digital media for social media utilizing professional mirrorless cameras and mobile devices for up to five (5) consecutive hours.

• 2.6.2. Deliverables & Archival: Raw digital content shall be delivered to the Client via an online gallery within twelve (12) hours of the conclusion of coverage. Two (2) edited short-form videos shall be delivered within forty-eight (48) hours. S&L shall host the online gallery for a period of sixty (60) days. The Client assumes full responsibility for downloading and archiving all media within this timeframe. S&L is not obligated to retain files after the gallery expires.

• 2.6.3. Vendor Priority & Interference: S&L operates exclusively to capture digital media for social media applications and does not serve as a replacement for formal professional photography or videography. The Content Creator shall yield priority positioning to primary, formally contracted media teams. S&L shall not be liable for missed moments or obstructed angles caused by primary vendors, venue staff, or attendees.

• 2.6.4. Creative Control: The Client acknowledges familiarity with S&L’s portfolio and grants S&L full creative discretion regarding composition, lighting, and editing. While S&L will strive to fulfill the pre-agreed "shot list," exact execution is subject to on-site variables, and S&L does not guarantee specific subjective or aesthetic outcomes.

• 2.6.5. Copyright & Platform Limitations: Edited videos may incorporate trending or specific audio tracks. S&L is not liable for content removal, audio muting, or account restrictions imposed by third-party platforms (e.g., Instagram, TikTok) due to automated copyright enforcement or policy updates following delivery.

• 2.6.6. Supplementary Options: The Client may secure additional coverage time ($150.00/hour), a secondary Content Creator ($495.00), or additional edited videos ($100.00) upon formal written request no later than ninety (90) days prior to the event.

ARTICLE III: FINANCIAL TERMS

• Section 3.1. Retainer Policy: A non-refundable retainer is required to reserve the event date and finalize the binding agreement. This retainer serves as liquidated damages compensating S&L for administrative labor, preparation, consultations, and the forfeiture of alternative booking opportunities. All retainer payments shall be credited toward the final balance of the contracted services.

• Section 3.2. Invoicing and Payment: S&L shall issue an invoice at the time of booking. The Client agrees to remit payment in full no later than the conclusion of the event via cash, check, or an approved credit/debit card via the S&L Square Store.

• Section 3.3. Modifications and Cancellations:

• 3.3.1. Rescheduling: The Client is permitted one (1) courtesy date transfer without penalty. Any subsequent requests to reschedule shall necessitate a new non-refundable retainer equivalent to twenty percent (20%) of the total prevailing rate for the contracted services.

• 3.3.2. Service Reductions: The Client may elect to remove contracted services at any time; however, all retainer funds applied toward the original booking remain strictly non-refundable and non-transferable.

• 3.3.3. Service Additions: The Client may request additional services via written notice to dave@silverandlightco.com. Corresponding retainers for added services shall be invoiced and due upon request.

ARTICLE IV: CLIENT RESPONSIBILITIES & EVENT LOGISTICS

• Section 4.1. Planning and Communication: The Client agrees to comprehensively complete the Client Planning Document, participate in a final pre-event consultation, and promptly communicate any logistical modifications to S&L.

• Section 4.2. Venue Requirements: The Client shall ensure the venue provides a minimum 10-foot by 10-foot dedicated workspace for the DJ setup, alongside a dedicated 120-volt power supply situated within one hundred (100) feet of both the DJ and Photobooth footprints.

• Section 4.3. Vendor Meal: For events requiring S&L personnel to be on-site providing services for five (5) or more continuous hours, the Client agrees to provide a hot vendor meal for all scheduled S&L staff members.

• Section 4.4. Third-Party Clearances: If the Cold Sparks or CO2 Cannon Add-Ons are retained, the Client is exclusively responsible for securing explicit approval from the venue and formally communicating this clearance to S&L prior to the event.

• Section 4.5. Guest Conduct: The Client accepts full financial responsibility for any damage to S&L equipment or property caused by the actions, tampering, negligence, or misconduct of the Client or their event attendees.

ARTICLE V: LIMITATION OF LIABILITY & SAFETY

• Section 5.1. Maximum Liability: In the event of a breach of contract or failure to perform by S&L, S&L’s total aggregate liability shall be strictly capped at, and shall not exceed, the total sum of all fees paid by the Client under this Agreement.

• Section 5.2. Force Majeure: S&L shall not be held liable for the failure to perform services due to circumstances beyond its reasonable control ("Acts of God," severe weather, natural disasters, epidemics/pandemics) or restrictions imposed by the venue or local law.

• Section 5.3. Equipment Performance: S&L maintains comprehensive redundancy protocols and routine maintenance. Should an unforeseen mechanical or technical failure occur, S&L shall implement reasonable modifications to execute the remaining contracted services to the highest possible standard.

• Section 5.4. Indemnification: The Client agrees to indemnify, defend, and hold harmless S&L, its officers, employees, and agents from any claims, damages, losses, or liabilities (including reasonable legal fees) arising out of the negligence, omissions, or willful misconduct of the Client, the venue, or the event attendees.

• Section 5.5. Safe Working Environment: S&L personnel have the right to a safe working environment. S&L reserves the right to immediately halt services and vacate the premises—without issuing a refund—if the Client or their guests create an unsafe, hostile, or legally compromising environment, including but not limited to physical threats, severe harassment, or illegal activities.

• Section 5.6. Health and Safety Compliance: S&L agrees to adhere to all reasonable health and safety protocols established by the venue or mandated by local authorities. S&L shall waive standard rescheduling penalties for date changes necessitated directly by officially declared public health emergencies.

ARTICLE VI: GENERAL LEGAL PROVISIONS

• Section 6.1. Media and Marketing Release: The Client grants S&L the irrevocable right to capture and utilize photographs, video, and audio recordings of the event (including the setup, venue, and attendees) for portfolio demonstration, promotional materials, and marketing across all digital and print platforms. S&L agrees to honor any written request submitted to dave@silverandlightco.com to omit specific individuals from public-facing materials.

• Section 6.2. Execution of Agreement: Initial execution of this Agreement is achieved via a digital acknowledgment at silverandlightco.com. The legally binding, finalized Agreement is generated via the Square platform and requires the Client's formal electronic acceptance.

• Section 6.3. Authority and Licensing: S&L warrants that it possesses all necessary licenses to perform the contracted work. Both parties warrant they possess the full legal capacity and authority to enter into and execute this Agreement.

• Section 6.4. Termination: This Agreement naturally terminates upon the successful completion of the event and the settlement of all outstanding balances. Upon early termination by the Client (which must be submitted in writing), the Client acknowledges that all paid retainers are forfeited. Advance payments made in excess of the non-refundable retainer amount shall be refunded.

• Section 6.5. Governing Law and Jurisdiction: This Agreement shall be governed by, and construed in accordance with, the laws of the State of [Your State]. Any legal action arising out of or relating to this Agreement shall be brought exclusively in the state or federal courts located in [Your County, Your State].

• Section 6.6. Severability: If any provision of this Agreement is determined to be invalid, void, or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect.

• Section 6.7. Entire Agreement: This Agreement constitutes the entire understanding between the Client and S&L, superseding any and all prior oral or written negotiations, representations, or agreements regarding the subject matter herein.