Gilbert Terms & Conditions

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Construction Terms:        

• All applicable sales tax will be charged accordingly for contracted items and additions with final invoice.
• We accept VISA, MasterCard and American Express for your payment convenience. Administrative fees may apply.
• Please review this proposal carefully. If specifications and/or contract documents were not available at the time this proposal was prepared, some omissions may have occurred. If items and services are not specifically detailed, listed or described herein, they are not included as part of the scope of this project. Clerical errors are subject to correction.
• Gilbert will provide shop and assembly drawings and any required samples. All drawings and samples must be approved in writing by the Client prior to commencement of manufacturing. Gilbert reserves the right to make any necessary changes in our proposal upon design modifications. Every effort will be made to provide the specified materials requested, however, Gilbert reserves the right to substitute these materials with the closest match. Shop drawing price includes one submission and one revision requested by the Client. Additional shop drawings may be charged at $125.00 per hour.
• Compliance with the above terms is required to guarantee availability of contracted services. Due to production schedule, above quotation is subject to an increase if signed contract and deposit are not received by above mentioned date.  Gilbert Reserves the right to not ship this project if the above deadlines for payment are not met.  In the event this occurs, Gilbert shall have no liability to the Client for any delay or damages caused to the Client because of Gilbert’s retention of the exhibit or delay in shipment of the exhibit.

Event Services Terms:

• The above Event Services estimate is for budgeting purposes only. Final invoicing will be based upon actual costs incurred for transportation and at show site. Actual hours at show site will vary and overtime rates may apply due to conditions beyond Gilbert’s control. Additionally, the above estimate does not include any shop charges, modifications to the exhibit, or other inspections and/or repairs that may be necessary or requested by the Client in preparation for the show on the show floor. Gilbert is not responsible for costs incurred that are beyond our control due to site conditions.
• The trucking estimate is based upon normal transit time and does not include waiting time at the convention facilities and/or fuel surcharges. Client product and materials are not included in quotes for labor, trucking or drayage unless otherwise stipulated. Please note special handling rates may apply to any packages delivered directly to the show site, for example, client product.
• Gilbert shall not be liable in damages under this Agreement for any delay or default in performing hereunder if such delay or default is caused by conditions beyond its control including, but not limited to delays caused by the Client, Acts of God, strikes, government restrictions, and/or any other cause beyond Gilbert’s control.

Storage:

• Client will be responsible for all storage costs and, if Client’s property is abandoned, all disposal costs. Pursuant to Article 7 of the UCC of the State of New York, Gilbert shall maintain a warehouseman’s statutory lien against all goods, property and assets stored on behalf of Client until payment for said storage has been paid in full. In the event that payment for storage has not been received by Gilbert within the invoice terms, Gilbert shall notify Client of such failure to pay at the notification address provided below. If said failure to pay has not been remedied within ten (10) days thereafter, Client consents to the disposal or sale of its assets and waives any objection that it may otherwise have. Storage fees, disposal fees, interest and collection cost will nonetheless remain due and payable.
• Gilbert does not carry or maintain warehouse insurance or any other type of insurance covering damage or loss to Client’s exhibit materials (assets) by such perils as fire, lightning, flood, theft, vandalism, malicious mischief or any other occurrence of event(s) causing damage or loss to Client’s exhibit or assets while in storage in any of our warehouse facilities, owned or leased, while in transit or at show site venues. Client agrees to secure such insurance on Client’s exhibit property (ies) stored with Gilbert at full replacement cost. Client will tender to Gilbert a Certificate of Insurance naming Gilbert, Inc., Gilbert Realty, Inc. and SMK Realty, Inc. as additional named insured and as certificate holder. Client further agrees to hold Gilbert harmless and waive all right of subrogation against Gilbert, its employees, agents or subcontractors with regard to any such loss.
• The Agreement term for property in storage shall commence on the date below and shall remain in effect in perpetuity or until notified in writing by Client and until all amounts due to Gilbert have been paid in full. 

General Liability:

• All payments must be made in US Dollars ($) and drawn on a US bank. Where this is not possible, funds must be remitted via wire transfer and must be made in US Dollars. Wire transfer instruction will be made available upon request. All wire transfer fees must be for Client’s account.
• Any and all disputes shall be adjudicated under the laws of New York State, by a New York State court in the county of Suffolk. Client agrees that if it fails to pay any amounts due to Gilbert pursuant to this Agreement within the time herein provided and Gilbert engages a collection agency and/or attorney to collect same and/or to enforce the provisions of this Agreement, Client shall also pay to Gilbert all collection fees and/or attorneys fees, court costs, accrued interest on balances due at the rate of 1.5% per month and disbursements incurred by Gilbert in connection therewith and in connection with any action or proceeding commenced with respect thereto, including any appellate proceedings. Gilbert shall have no liability under this Agreement for any claim for punitive, consequential or speculative damages, and any liability of Gilbert shall not exceed the total amount paid by Client hereunder.
• Notwithstanding anything to the contrary set forth in this agreement, Gilbert shall have no obligation to ship client’s assets or exhibit to the trade show site or elsewhere unless and until the all amounts outstanding and due by client are paid in full to Gilbert and Gilbert shall have no liability to client for delay or damage caused to client because of Gilbert’s retention of the assets or delay in the shipment of said assets due to client’s failure to timely pay the amounts due Gilbert hereunder.
• In the event that any provisions of this Agreement becomes or is declared by a court of competent jurisdiction to be illegal, unenforceable or void, the remainder of this Agreement shall otherwise continue in full force and effect without said provision.
• This Agreement may only be modified in writing signed by the parties hereto.
• The individual executing this Agreement on behalf of Client represents and warrants to Gilbert that he or she has the authority to enter into this contractual agreement on behalf of their company is authorized to enter into same and that the Agreement is binding upon Client.
• The Agreement may be executed in one or more counterparts, each of which shall be deemed an original but all of which together will constitute one and the same agreement.