Xyzoid Terms & Conditions
Effective Date: 01/01/2026
1. Overview
These Terms & Conditions govern all services, rentals, labor, production support, consulting, technical direction, transportation, equipment use, and other business transactions conducted with Xyzoid LLC (“Xyzoid”).
By entering into an agreement with Xyzoid through a signed proposal, estimate approval, invoice approval, purchase order, email, text message, verbal authorization, online acceptance, payment, acceptance of delivery, acceptance of services, or any other communication indicating intent to proceed, the Client agrees to be bound by these Terms & Conditions.
No physical signature shall be required for these Terms & Conditions to become effective and enforceable.
2. Services
Xyzoid provides event production, audio, video, lighting, technical direction, labor, equipment rental, transportation, consulting, and related services.
Specific services, deliverables, equipment, schedules, and pricing shall be defined in the applicable proposal, estimate, quote, invoice, or other written communication.
3. Labor Terms
Unless otherwise specified in writing:
Overtime (OT)
Hours worked beyond ten (10) in a single day, or between 10:00 PM and 6:00 AM, shall be billed at one and one-half (1.5x) times the applicable hourly rate.
Double Time (DT)
Hours worked beyond twelve (12) in a single day shall be billed at two (2.0x) times the applicable hourly rate.
Short Turnaround
Where a technician is scheduled within eight (8) hours of completing a previous assignment for the same Client, compensation may be billed at overtime rates for the first ten (10) hours and double-time thereafter.
Split Shifts
A minimum of four (4) hours shall be billed for each separate labor call.
A split shift occurs whenever personnel are required to leave a worksite without compensation and later return to continue work.
Meal Breaks
Assignments exceeding six (6) hours are expected to include a minimum thirty (30) minute meal break.
Where meal breaks are not provided, Xyzoid reserves the right to bill an additional fee equivalent to thirty (30) minutes of labor at the applicable rate.
4. Travel & Transportation
Travel refers to personnel travel associated with labor bookings and production services.
Travel within ten (10) miles of Portland City Center is included.
Travel beyond ten (10) miles may be billed at the current IRS mileage reimbursement rate.
Long-distance travel, overnight travel, air travel, lodging, per diem expenses, and other travel-related costs may be billed separately as specified in the applicable proposal.
Transportation of equipment, freight, cargo, trailers, or production assets is not included in labor travel and may be quoted separately.
5. Parking
Client shall reimburse all parking expenses incurred in connection with services provided.
Any required parking instructions, permits, credentials, or access information must be provided prior to the commencement of services.
6. Equipment Rentals
All equipment remains the sole property of Xyzoid unless otherwise stated in writing.
Rental periods begin when equipment is delivered to or received by the Client and conclude when equipment is returned and accepted by Xyzoid.
Equipment may not be sub-rented, transferred, modified, repaired, or loaned to third parties without prior written consent.
Client accepts responsibility for all rented equipment while in its possession or under its control.
7. Equipment Loss, Theft & Damage
Client is responsible for loss, theft, destruction, misuse, negligence, weather damage, unauthorized operation, power-related damage, and physical damage occurring while equipment is under Client control.
Lost, stolen, or damaged equipment shall be repaired or replaced at current replacement value as determined by Xyzoid.
Client shall immediately notify Xyzoid of any loss, theft, accident, or damage involving equipment.
Police reports shall be filed when theft is suspected.
8. Client Responsibilities
Client is responsible for:
Venue access
Loading access
Reasonably safe working conditions
Adequate electrical infrastructure
Internet connectivity when required
Venue approvals and permissions
Required permits and licenses
Security for equipment when left unattended
Xyzoid shall not be responsible for delays, failures, or damages resulting from venue restrictions, inadequate infrastructure, utility interruptions, internet outages, weather, third-party vendors, or conditions outside Xyzoid’s reasonable control.
9. Payment Terms
Invoices are due upon receipt unless otherwise specified in writing.
Balances remaining unpaid thirty (30) days after invoice date shall accrue interest at one and one-half percent (1.5%) per month or the maximum amount permitted by law, whichever is less.
Client shall be responsible for all reasonable collection costs, legal fees, and expenses incurred in collecting unpaid balances.
10. Cancellation & Rescheduling
Cancellation fees are based upon the total estimated project value.
More than fourteen (14) days prior to service:
No cancellation fee.
Five (5) to fourteen (14) days prior to service:
25% cancellation fee.
Forty-eight (48) hours to five (5) days prior to service:
50% cancellation fee.
Less than forty-eight (48) hours prior to service:
100% cancellation fee.
Reductions in scope exceeding fifty percent (50%) may be treated as partial cancellations.
Rescheduling requests shall be accommodated when possible but cannot be guaranteed.
11. Limitation of Liability
To the maximum extent permitted by law, Xyzoid shall not be liable for indirect, consequential, incidental, special, exemplary, or economic damages arising from any service, rental, delay, cancellation, interruption, equipment malfunction, or other business activity.
Xyzoid’s total liability for any claim shall not exceed the total amount paid by Client for the affected services or rental.
12. Indemnification
Client agrees to indemnify, defend, and hold harmless Xyzoid LLC, its owners, employees, contractors, and representatives from claims, damages, liabilities, losses, costs, and expenses arising from:
Client negligence
Venue conditions
Improper use of equipment
Actions of attendees, guests, vendors, or third parties under Client control
Breach of these Terms & Conditions
13. Force Majeure
Neither party shall be liable for delays or failure to perform resulting from events beyond reasonable control, including severe weather, natural disasters, government actions, utility failures, labor disruptions, pandemics, acts of terrorism, civil unrest, or other force majeure events.
14. Governing Law
These Terms & Conditions shall be governed by the laws of the State of Oregon.
Any legal proceeding arising from these Terms & Conditions shall be brought in a court of competent jurisdiction located in Multnomah County, Oregon.
15. Severability
If any provision of these Terms & Conditions is determined to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
16. Entire Agreement
These Terms & Conditions, together with any proposal, quote, estimate, invoice, purchase order, rental order, email correspondence, text correspondence, or other written agreement between the parties, constitute the entire agreement between Client and Xyzoid.
These Terms & Conditions survive completion of services, return of equipment, payment of invoices, and termination of business relationships.