Terms & Conditions
These standard terms and conditions of sale (along with any directly associated written Seller (hereinafter referred to as “Rhino”) estimate, rate card and conditions, specification or quotation) exclusively will govern the sale by Rhino of all goods and services to Buyer (including, without limitation, labor services, equipment rentals, hardware, firmware and software products, training, programming, maintenance, engineering, parts and repair services — collectively the “Services”). No addition or modification to these terms and conditions will be binding on Rhino unless agreed to in writing signed by an authorized representative of Rhino. Rhino objects to other terms and conditions that may be proposed by Buyer not otherwise consistent with these or other terms and conditions set forth in Rhino’s written estimate, rate card and conditions, specification, quotation, purchase order or order acknowledgment.
Buyer agrees to pay for all Services by the due date according to the terms of sale stated on each invoice or otherwise agreed to in writing with Rhino. All accounts are due and payable at the address shown on Rhino’s invoice. Credit availability shall be at the sole discretion of Rhino and may be terminated and/or changed at any time by Rhino. Rhino specifically reserves the right to require payment in cash for any job order, shipment or delivery should Rhino so determine in its sole discretion. No payment by offset is permitted unless approved by Rhino. Buyer agrees to pay interest on all past due accounts at a rate of 2% each month on the past due balance, but not to exceed the highest rate lawfully allowed. Acceptance of any payment from Buyer without the accrued interest included shall not be deemed to be a waiver of such accrued interest.
Acknowledged event dates are approximate only and based, in part, on prompt receipt of all necessary information from Buyer. Rhino shall not be liable for short calls, event delays, or shipping delays whether or not resulting from causes beyond its control, including, without limitation, changes to event order, Force majeure, fire, labor difficulties or delays in Rhino’s usual sources of supply. Shipping dates are subject to delays resulting from preference ratings or priority shipments ordered or requested by the United States government or any department, commission or agent thereof, and Rhino shall not be liable for any such delays.
Warranty and Representations
Buyer agrees that Rhino has not made and does not make any warranty or representation whatsoever, express or implied, as to the Services, including without limitation, any warranty or representation as to: (i) the description, condition, design, quality or performance of the Services; (ii) the merchantability or fitness or suitability of the Services for a particular use or purpose whether or not disclosed to Rhino; and (iii) delivery of the Services free of the rightful claim of any person by way of infringement (including, but not limited to, patent or copyright infringement) or the like. Services will be limited solely to the warranty, if any, extended by the original manufacturer or vendor other than Rhino to the extent permissible thereunder. Rhino does not warrant that there will be no defects in Third-Party hardware, but agrees to cooperate with Buyer in enforcing Buyer’s rights under applicable manufacturers’ warranties or otherwise, if applicable. Rhino is not acting as an architect, engineer, structural engineer, promoter, production company, security company, lighting company, audio company, or a general contractor in connection with the Services and Event(s). Rhino shall not be responsible to Buyer for actual architectural work or design, event design, event planning, event promotion, event logistics, engineering work or design, construction means, methods, techniques, sequences or procedures, or for safety precautions and programs, although Rhino may be requested to advise and consult with Buyer with respect thereto. Buyer acknowledges that Rhino is not responsible to Buyer for such services. Rhino agrees that all consultations with and recommendations to Buyer with respect to such decisions shall be made to assist Buyer in evaluating alternatives from Buyer’s perspective and interest (including, without limitation, alternatives with respect to value engineering) and are not to be considered a design evaluation of the soundness or effectiveness of any particular design approach. Buyer acknowledges that Rhino shall not be liable to the Buyer for any acts or omissions of the architect, engineer, structural engineer, general contractor, promoter, production company, lighting/audio company, venue, equipment rental company or any associated professionals and consultants or contractors providing services in connection with the Event(s) or either its design, installation (temporary or permanent), repairs, related improvements, show execution, performance quality and/or servicing of the Services or the Event(s). Rhino does not warrant and will not be liable for any design, material or construction criteria furnished or specified by Buyer and incorporated into the Services, as well as any other vendor in connection with the event or Services. Buyer will adhere to all applicable federal, state, and local laws and regulations applicable to the operation of the Venue or Event(s). Buyer will operate the Venue and or Event(s) in a first-class manner that shall protect the health and safety of the Rhino, Buyer and their employees, agents and the public generally; If an authorized management person of Rhino is not available, then contact the proper local authorities for assistance when such assistance is appropriate for safety; and Buyer will obtain, maintain and comply with all licenses, permits and approvals from any governmental authority that may be required operate the Venue and to enable Rhino to perform all of the Services and fulfill all of its obligations under this Agreement. Buyer will ensure a certified OSHA compliant Fall Arrest System (“FAS”) and such documentation for all horizontal lifeline systems and corresponding anchorages used by Rhino personnel in the Venue and or for the Event(s) is(are) installed, inspected, and maintained by Buyer (or their Client) at all times during the performance of the Services under this Agreement. If an FAS is not available, Buyer agrees to pay Rhino all reasonable and necessary additional cost(s) to provide such rigging services through other means (such as through “rope access” techniques) as required by Rhino to safely and properly provide such rigging services an ensure OSHA compliance. Buyer (or their Client) will inspect as required by OSHA the Fall Arrest System (if applicable) and supply Rhino with a copy of the most recent fall protection system inspection reports, if requested by Rhino.
Rhino neither makes, nor offers nor shall Rhino be liable to BUYER for any express or implied warranties with respect to the performance of Labor personnel or Rhino’s services. Rhino shall not be regarded as a guarantor with respect to any work product provided to Buyer. The implied warranties of merchantability and fitness for a particular purpose are hereby waived by BUYER.
LABOR IS PROVIDED WITH THE UNDERSTANDING THEY ARE UNDER THE SUPERVISION OF THE BUYER.
It is expressly understood that Labor supervision and inspection of all work performed by Labor personnel is the responsibility of BUYER. BUYER will be responsible for supervising and insuring that the local Labor personnel perform all work within accepted industry health and safety and other regulatory standards and to provide a safe workplace environment, and shall indemnify, and hold harmless Rhino with respect to any breach of this provision.
If BUYER is dissatisfied with the performance of any crew member(s) on the job site, BUYER shall notify Rhino as soon as possible, and Rhino will replace the crew member in question in an expeditious manner. Reporting this information after the engagement will not result in a refund for their time spent on the project.
BUYER acknowledges that all pre-event estimates are based on Rhino’s best understanding of the BUYER’s anticipated schedule and production needs, but are only an estimate; no guarantee is made or implied. Final billing will be based on the actual hours worked, the rates and conditions of the labor force involved as stated in Rhino’s most current published rate sheet or estimate and number of personnel on the project. It is incumbent upon BUYER to actively track the crew hours on site on a regular basis vs. estimate, as Rhino’s will not be reporting actual hours worked to BUYER until after auditing final time sheets and presenting a final invoice.
Cost and schedule commitments contained in Rhino’s proposal shall be subject to renegotiation for unreasonable delays caused by BUYER’s failure to provide specified facilities or information or for delays caused by unpredictable occurrences such as fires, floods, strikes, job action, riots, unavailability of labor or materials or services, process shutdown, acts of God, terrorism, or acts or regulations of any governmental agency. Work stoppage or interruption caused by any of the above may result in additional cost (requiring a change in scope) beyond that identified in Rhino’s estimate, entitling Rhino to an adjustment to the cost and the schedule.
Limit of Liability
Following completion of this Agreement, Rhino shall promptly return to BUYER any unused portion of the deposit. Rhino’s liability hereunder is limited to return of the deposit and its obligations contained in Description of Services; To the maximum extent permitted by applicable law, Rhino shall not be liable to BUYER for any other damages, claims or costs whatsoever or any consequential, resultant, indirect, incidental or special damages, or any lost profits or lost savings, under any legal theory of liability arising out of this Agreement, even if Rhino has been advised of the possibility of such loss, damages, claims or costs or if such possibility was reasonably foreseeable. Buyer accepts the terms and conditions of this Agreement with the understanding that Rhino’s liability is limited, that the fees payable hereunder have been calculated accordingly, and that it may reduce risk further by making appropriate provision for insurance. BUYER further agrees to mitigate all losses or damages.
In no event shall Rhino and Rhino’s affiated entities, officers, directors, employees, agents and independent professional consultants, and any of them, be liable to Buyer and/or anyone claiming by, through or under buyer, including Buyer’s insurers, for any loss, delayed or diminished profits, revenues, or opportunities; or any other incidental, special, indirect, or consequential damages of any kind or nature whatsoever resulting from Rhino’s performance or failure to perform services pursuant to any agreement. Buyer agrees to be solely responsible for, and to defend, indemnify and hold Rhino harmless against any and all claims by third parties arising out of or in any way related to the production, the Labor provided hereunder or the supervision of the Labor. Buyer agrees to maintain casualty and general liability coverage in such amounts as are reasonably acceptable to Rhino. Buyer shall, from time to time as Rhino may request, provide to Rhino a Certificate of Insurance evidencing such coverage and showing Rhino as an additional insured.
Prices and other information shown in any Rhino publication (including rate card and conditions, product catalogs, brochures and web sites) are subject to change without notice and confirmation by specific quotation. Such rate cards and conditions, and publications are not offers to sell and are maintained only as a source of general information. Buyer will pay or reimburse Rhino for all sales, use, excise or similar taxes. Services comprised of time and material services will be provided in accordance with Rhino’s published service rates, including applicable overtime and travel expenses in effect as of the date such services are provided, unless otherwise confirmed by Rhino’s written quotation or order acknowledgement. Billable service time are subject to the conditions as set forth on the rate cards and can vary by market.
Buyer requested order changes, including those affecting the identity, scope and delivery of the Services, must be documented in writing and are subject to Rhino’s prior approval and adjustments in price, scheduling and other affected terms and conditions. Rhino reserves the right to reject any change.
All returns of Services will be subject to prior Rhino approval and will be subject to Rhino’s return policies in effect at the time, including applicable restocking charges and other conditions of return. Shipping containers must be clearly marked in accordance with Rhino’s instructions and shipped freight prepaid by Buyer.
An order may be canceled by Buyer prior to the shipment only by written notice and upon payment to Rhino of reasonable cancellation and restocking charges, including reimbursement for direct costs, plus allowances for disruption, or call minimums. Cancellation charges associated with orders for custom services or Services specifically manufactured to Buyer’s specification may equal the actual selling price of the Services. Rhino has the right to cancel an order for cause at any time by written notice and Rhino will be entitled to cancellation and restocking charges as identified above. No termination by Buyer for cause will be effective unless and until Rhino has failed to correct such alleged cause within forty-five (45) days after receipt of the Buyer’s written notice specifying such cause.
Rhino shall not be liable for any loss, damage, or delay arising out of its failure to perform hereunder due to causes beyond its reasonable control, including, without limitation, acts of God or the Buyer, acts of civil or military authority, terrorist threats or attacks, fires, strikes, floods, epidemics, quarantine restrictions, war, riots, delays in transportation, or transportation embargoes. In the event of any such delay, Rhino’s performance date(s) will be extended for that length of time as may be reasonably necessary to compensate for the delay. An artist or performer’s cancellation (for any reason) shall not be considered an event of Force Majeure.
Buyer agrees that in the event legal action is necessary to enforce the terms and conditions set forth herein, Buyer shall pay all costs incurred by Rhino including, without limitation, attorney’s fees and costs of experts. Buyer agrees that it has selected the Services based upon its own judgment and disclaims any reliance upon statements or representations made by Rhino. All claims with regard to errors or defects in shipment or rentals must be made within five (5) days of delivery or such claim will be barred.