TERMS AND CONDITIONS - ALFORD MEDIA SERVICES, LLC (“Alford”)

Alford Media Services, LLC – Will be referred to as “Alford” for remainder of Terms.

1. Ordering Documents: Proposals, Quotes, Statements of Work, Other Ordering Documents; Acceptance.

These terms and conditions govern the scope of services, deliverables, labor, tasks, performances, and other outcomes (“Services”) as applicable that Alford delivers to the Client indicated on the applicable Ordering Document (defined below) (“Client”). Client will engage Alford to perform Services by requesting Alford provide a quotation of Services, proposal, bid, pricing and/or, as applicable, a Production Schedule. Alford will respond by providing any of the following contracting documents, which may be in the name of an Alford affiliate: (i) a “Quote” specifying, as applicable, Services, goods, venue location, Event dates and payment details; (ii) a “Proposal” specifying, as applicable, project(s) scope, Services, goods, venue location, Event date(s), completion date(s), and Production Schedule(s); (iii) a “Statement of Work” or “SOW” specifying, as applicable, project(s) scope, Services, goods, venue location, Event date(s), completion date(s), and Production Schedule(s); or, (iv) an alternative form of Ordering Document on Client’s template, specifying any or all of the elements recited in (i) through (iii), each an “Other Ordering Document” (collectively, items (i) through (iv) are “Ordering Documents”). Client will indicate acceptance of an Ordering Document and these terms and conditions by any of the following: (a) executing the Ordering Document either manually or through an electronic signature tool, such as DocuSign, and returning the executed Ordering Document to Alford; (b) issuing a Purchase Order; (c) notifying Alford of Client’s acceptance of the Ordering Document by sending an email to Client’s Alford representative; or (d) accepting the performance of Services; (e) issuing payment for all or any part of the Ordering Document; (f) providing authorization for Alford to begin work.

2.PRICING

Pricing is for budgetary purposes only and DOES NOT include any items other than those specifically described in the Ordering Document. All changes, additions, revisions, modifications, or adjustments that are made will be added to final invoice. Pricing for special-order items requested by Client or their representatives that are not in Alford’s inventory will be estimated using the best information available at the time of proposal. Alford reserves the right to adjust the final line-item price (either up or down) in these circumstances. Labor rates may be subject to adjustment from the initial proposal under specific circumstances, such as when a client requests a particular engineer or technician, or if market rates fluctuate, rendering it impossible for Alford to fill the position at the originally proposed rate. Additional increases may occur due to items not included in this estimate. These items include but are not limited to:

• ■  Misc. equipment and/or expendable add-ons by Client.

• ■  Additional shipments Client properties and items after initial shipment has left Alford facility (expendables).

• ■  Additional labor requested on show site by client.

• ■  All overtime or double-time labor will be billed at the close of the show based on actual hours worked.

3.RENTAL PERIOD; CANCELLATION; EXTENSION

Minimum rental period is one day, unless otherwise provided for in an applicable Ordering Document. Should Client cancel an Ordering Document for any reason, including a Force Majeure Event (as defined herein), Client agrees to pay Alford for all its fees for all Services performed under the applicable Ordering Document (including applicable third-party costs) up to the date of cancellation.

4.RISK OF LOSS

Title to the goods shall remain in Alford’s name at all times unless expressly stated otherwise in the applicable Ordering Document. Client is responsible to safeguard the equipment at all times and ensure the security of any area of use or storage when not occupied. Any damage to the Equipment, beyond normal wear and tear, shall be the sole responsibility of Client. In the event of such damage, the Client agrees to be liable, whether caused by accident, misuse, or negligence, and shall indemnify Alford for the full cost of repairing or replacing such equipment.

5.INVOICES

100% of any deposit invoice must be paid prior to commencement of work, unless otherwise specified in the Ordering Document. Client agrees to pay Alford a monthly finance charge of 1.5% on any undisputed invoice not paid when due. However, in no event will the rate charged to Client be higher than the maximum rate allowable under applicable law. Each month Alford may bill, and Client will pay such late payment penalty on any overdue balance and unpaid balance from the previous month. Alford reserves the right to stop work on the Event and/or not deliver the finished product if the Client fails to adhere to the payment schedule in the applicable Ordering Document. Alford reserves the right in case of delinquency of Client’s payment, or such impairment of Client’s credit as Alford deems might endanger future payments, to change the requirements as to terms of payment under the Ordering Document. Payment by credit card will incur a 3.5% processing fee, which will be added to the final invoice.

6.INDEMNIFICATION

a.) Alford Indemnification. Alford will indemnify, hold harmless, and, at Client’s option, defend Client from and against any and all losses, damages, liabilities, costs (including reasonable attorneys’ fees) (“Losses”) resulting from any third-party claim, demand, suit, action, or proceeding (“Third-Party Claim”) to the extent caused by the negligence, willful misconduct, or violation of applicable law, rule, or regulation by Alford or its full time employees.

b.) Client Indemnification. Client will indemnify, hold harmless, and, at Alford’s option, defend Alford from and against any Losses resulting from any Third-Party Claim to the extent caused by (1) use of “Client Materials” (materials created or supplied by or on behalf of Client, including Client marks that Client has either supplied to Alford or has authorized Alford to use to perform the Services) and Client’s negligence, gross negligence, or willful misconduct, or its violation of applicable law, rule, or regulation. 

7.LIMITATION OF LIABILITY

Alford assumes no responsibility for circumstances beyond its control such as power failures, depletion of fuel reserves or malfunctioning of systems supplied by others or loss, damage or injury to Client or Client’s property, in any way connected with the operation or use of, defect in or failure of equipment rented hereunder. Client is hereby advised that backup generators are recommended to ensure continuity of service.

IN NO EVENT WILL ALFORD BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY: (a) CONSEQUENTIAL, COVER (INCLUDING THE COST OF REPLACEMENT GOODS OR SERVICES), INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (c) LOSS OF GOODWILL OR REPUTATION; OR, (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY, OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY, IN EACH CASE REGARDLESS OF WHETHER A PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL ALFORD’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE EXCEED THE AMOUNT CHARGED BY ALFORD FOR THE SERVICE OR EQUIPMENT.

8.FORCE MAJEURE

Except for Client’s payment obligations for services performed up to the date any Event is cancelled resulting from any of the following circumstances beyond its control that are without the affected Party’s fault or negligence (each, a “Force Majeure Event”), a Party affected thereby will be excused from performance and liability provided the affected Party sends prompt written notice to the non-affected Party: (i) inaccessibility to the Venue at which Services were to be performed; (ii) riot, war, invasion, acts of foreign enemies, hostilities, acts of terrorism, curtailment of major national transportation systems, epidemic, pandemic or other health emergency and governmental act; (iii) earthquakes, flood, fire, or other physical natural disaster; and (iv) any strike or labor disturbance. Neither Party may be excused under a Force Majeure Event to the extent that the relevant breach of its obligations would have occurred even if the Force Majeure Event had not occurred, in which case this Section will not apply to that extent.

9.MISCELLANEOUS

This Agreement will be governed by and construed in accordance with the laws of the State of Texas without regard to the conflicts of laws provisions thereof or of any other jurisdiction. The Parties irrevocably agree the sole jurisdiction and venue for actions related to the subject matter of this Agreement will be the state and federal courts located in Dallas, Texas. Service of process, summons, notice, or other document by mail to such Party’s address set forth herein will be effective service of process for any action brought in any such court. Each Party irrevocably and unconditionally waives any right it may have to a trial by jury in respect of any legal action arising out of or relating to this Agreement or the transactions contemplated hereby.

These terms, together with the applicable Ordering Document when accepted by Client shall constitute the entire agreement between the parties relating to the subject matter thereto and shall supersede all previous communications or understanding between Client and Alford with respect to the subject matter hereof. If any term or provision of these terms or the applicable Ordering Document is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other term or provision of these terms or the applicable Ordering Document or will invalidate or render unenforceable such term or provision in any other jurisdiction.

Labor Billing Policy

TECHNICAL DAY RATE POSITIONS

Day Rates (base rate) = 10 worked hours per day
Holidays* (1.5x rate) = 10 worked hours per day
(*New Year’s Eve, New Year’s Day, Easter, 4th of July, Thanksgiving, and Christmas)
Overtime (1.5x rate) = Hours 10 – 14 in workday
Double-time (2x) = After 14th hour in workday
Turnaround (1.5x rate) = When less than 8 hours down between calls. Hours 1 – 10
Turnaround (2x) = After 10th hour in turnaround day
Travel Days Billed at full day. If travel and work are the same day it will be billed separately or as continuous time, whichever is less.

Meal Breaks Walkaway breaks 1 hours or greater will not be billed.
Dark Day Full base rate (10 hours)

Cancellation Fees:

• ■  8 – 14 days’ notice = 50% of affected positions.

• ■  One week or less = 100% cancellation

HOURLY GENERAL LABOR

These are the minimum guidelines for billing hourly general labor and apply to all DFW area events. For events outside the DFW metroplex, Alford will follow the billing policies of the local labor provider.

Minimum Call: Five (5) hours.

Overtime (1.5x):
*After 10 hours worked in a day
*Any hours worked between 12:01 am and 6:00 am.
*Sundays and major holidays (New Year’s Eve, New Year’s Day, Easter, 4th of July, Thanksgiving, and Christmas)
Turnaround (1.5x) - when less than 8 hours down between calls. Hours 1 – 10
Turnaround (2x) - after 10th hour in turnaround day
Meal Breaks Walkaway breaks 1 hour or greater will not be billed.
Cancellation Fees 100% with less than 72 hours’ notice.

UNION LABOR

When Alford is required to utilize union labor, the billing policies will be in accordance with the union rules. We will utilize an outside payroller in these events. Rates will be billed at Alford’s actual cost plus a 20% management fee.

Rev. 1/9/2026