Entire Agreement. The Invoice and these Terms & Conditions (together, this “Agreement”) constitute the final and exclusive agreement between the customer (“Customer”) and D’VAXVA’s Portable Parties, LLC, a Wisconsin limited liability company (“D’VAXVA’s”). This Agreement supersedes all prior and contemporaneous negotiations and agreements between the parties on the matters in this Agreement.
Schedule. D’VAXVA’s will complete the services in accordance with the delivery date in the Invoice or as otherwise agreed to in writing by the parties. If the Invoice does not include a delivery date, D’VAXVA’s will complete the services in a commercially reasonable period of time.
Changes. Any additional goods or services requested by Customer and not covered by the Invoice will incur additional charges. With the exception of order cancellation, all changes to the Invoice must be agreed to in writing by both parties and will be subject to these Terms & Conditions.
Payment. Customer shall pay D’VAXVA’s full price upon receipt of this Agreement. All orders include a $50 non-refundable deposit. A 1% per month (12% per year) late payment fee will be assessed on any unpaid balance remaining after 30 days following the Invoice date.
Delivery and Return. If Customer rented a party cart or carts, D’VAXVA’s shall deliver the party cart or carts to Customer on or before the delivery date identified in the Invoice. Customer will make the party cart or carts available for pickup by D’VAXVA’s during regular business hours or at such other time as is agreed by D’VAXVA’s, in either case within 2 days following the delivery date identified in the Invoice.
Independent Contractor. D’VAXVA’s and Customer agree that D’VAXVA’s is an independent contractor to and not an employee of Customer. This Agreement does not create a partnership or joint venture between the parties.
Limitations of Liability. D’vaxva’s SHALL NOT BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, LIQUIDATED, SPECIAL, OR EXEMPLARY DAMAGES OR PENALTIES, INCLUDING WITHOUT LIMITATION FOR LOSSES OF BUSINESS, REVENUE, OR ANTICIPATED PROFITS, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER D’vaxva’s HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR NOT. D’vaxva’s LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE LESSER OF (A) $500 OR (B) THE TOTAL AMOUNT SET FORTH ON THE Invoice.
Customer Liability. Customer SHALL BE LIABLE FOR ANY DAMAGE DONE TO A PARTY CART WHILE THE PARTY CART IS IN POSSESSION OF Customer.
Indemnification. Subject to the limitations set forth in Section 7 (“Limitations of Liability”), D’VAXVA’s shall indemnify Customer against all losses, claims, liabilities, damages, and expenses resulting from the negligence of D’VAXVA’s in performance of this Agreement.
Limited Warranty/Refund Policy. Warranties on third party products included with any goods or services provided under this Agreement are limited to the manufacturer’s warranty for such products. The $50 non-refundable deposit set forth in Section 4 (“Payment”) may be applied to future purchases if the transaction is cancelled by Customer more than one month in advance of the requested delivery date stated in the Invoice and Customer places a new order the day of cancellation. D’VAXVA’s provides no other warranty on its goods or services, except as provided below or agreed otherwise in writing by the parties.
Quality Check. Customer may have defective products provided by D’VAXVA’s replaced or Customer may receive a refund for the defective products.
D’VAXVA’s Non-Completion of Order. Customer shall receive a full refund and $25 store-credit if D’VAXVA’s is unable to complete the services described in the Invoice on or before the specified delivery date for a reason other than one described in Section 14 (“Force Majeure”).
Product Images. Customer hereby grants D’VAXVA’s permission to use photos or other depictions of any goods created by D’VAXVA’s for Customer on D’VAXVA’s website or in other marketing and advertising media.
Assignment. No party may assign any of its rights or delegate any of its obligations under this Agreement except with the prior written consent of the non-assigning party. Any purported assignment of rights or delegation of obligations in violation of this Section is void.
Severability. If any term, clause, or provision of this Agreement is determined to be invalid, illegal, or unenforceable, such provision shall be withdrawn and all remaining terms, clauses, and provisions shall remain in full force and effect.
Force Majeure. Other than the obligation to make payments as required, neither of the parties shall be held responsible for failing to carry out its obligations under this Agreement (including without limitation any failure by D’VAXVA’s to make timely delivery of any order) due to causes beyond such party’s reasonable control, including but not limited to the following force majeure events: (a) acts of God such as flood, fire, earthquake, or other weather conditions; (b) war, invasion, hostilities, terrorist threats or acts, riots, explosions or other civil unrest; (c) national or regional emergencies or other government orders; (d) supply chain issues; (e) road closures or other traffic conditions; (f) incorrect or inaccessible delivery address or recipient unavailability; or (g) other events beyond the reasonable control of the party impacted by the force majeure event.
Governing Law and Venue. The laws of Wisconsin govern all matters arising out of or relating to this Agreement, including torts. All disputes related to this Agreement will be brought solely in the federal or state courts located in Wisconsin.
Termination. On becoming aware of any potential violation this Agreement by Customer, D’VAXVA’s reserves the right (but shall have no obligation) to immediately terminate this Agreement upon written notice to Customer and at D’VAXVA’s sole discretion.