DefinedTerms.The following are the terms and conditions for becoming an exhibitor and exhibiting at any of the 2018 Salt Lake Women’s Shows. The term“Event”means
Salt Lake Women’s Show, currently scheduled for April 27-28 and September 7-8 at STEC,(“EventDates”)at the Mountain America Expo Center(“ExhibitFacility”).The Event is owned, produced and managed by Utah Media Group(“UMG”).As
used hereinafter, the term “Organizer” means, collectively, UMG, and each of
its/their respective of cers, directors, agents, affliates, representatives,
employees and assigns, unless the context requires otherwise. The term
“Exhibitor” means, collectively the company, any other business entity, or
person that applied for exhibit space rental and agreed to enter into this
contract upon acceptance by UMG in the manner stated below and each of its of
cers, directors, shareholders, employees, contractors, agents, representatives,
and/or invitees, as applicable.
Assumption of Risks; Releases: Exhibitor expressly assumes all risks associated with (resulting from or arising in connection with) Exhibitor’s participation or presence at the Event, including, without limitation, all risks of theft, loss, harm, damage or injury to the person (including death), property, business or pro ts of Exhibitor, whether caused by negligence, intentional act, accident, act of God or otherwise. Exhibitor has sole responsibility for its property or any theft, damage or other loss to such property. Neither Organizer nor the Exhibit Facility accepts responsibility, nor is a bailment created, for property delivered by or to Exhibitor. Neither Organizer nor the Exhibit Facility shall be liable for, and Exhibitor hereby fully and forever release and discharge the Organizer and the Exhibit Facility, individually and collectively, and their present and former of cers, directors, shareholders, partners, af liates, employees, agents, representatives and attorneys, and predecessors, assignees and successors of each of them, from all claims, actions, causes of action, demands, cross-claims, counter-claims, obligations, contracts, indemnities, contributions, suits, debts, sums, accounts, controversies, rights, damages, costs, attorneys’ fees, losses, expenses and liabilities whatsoever, in law, equity or otherwise (collectively “Claims”) which either may now have or have had or which may hereafter accrue, individually, collectively or otherwise in connection with, relating to or arising out of Exhibitor’s participation and/or presence in the Event. Exhibitor acknowledges that there is a possibility that subsequent to the execution of this contract, it will discover facts or incur or suffer claims that were unknown or unsuspected at the time this contract was executed, and which if known by it at that time may have materially affected its decision to execute this contract. Exhibitor acknowledges and agrees that by reason of this contract and it is assuming any risk of such unknown facts and such unknown and unsuspected claims.
Indemni cation: Exhibitor shall on a current basis, indemnify, defend and hold Organizer and the Exhibit Facility harmless from any and all claims, demands, suits, liabilities, damages, losses, costs, reasonable attorneys’ fees and expenses, which result from or arise out of or in connection with Exhibitors’ participation or presence at the Event; any breach by Exhibitor of any agreements, promises or other obligations under this contract; any matter for which Exhibitor is otherwise responsible under the terms of this contract; any violation or infringement of any law or ordinance or the rights of any party under any patent, copyright, trademark, trade secret or other proprietary right; any libel, slander, defamation or similar claims resulting from the actions of Exhibitor; harm or injury (including death) to Exhibitor; and loss or damage to property or the business or pro ts of Exhibitor, whether caused by negligence, intentional act, accident, act of God, theft, mysterious disappearance or otherwise. Exhibitor shall not settle or compromise any claims against Organizer without Organizer’s prior written consent.
Limitation of liability: Under no circumstances shall organizer or the exhibit facility be liable for any lost pro ts or any incidental, special, indirect, punitive or consequential damages whatsoever for any of the acts or omissions whether or not apprised of the possibility of any such lost pro ts or damages. In no event shall organizers maximum liability under any circumstance exceed the amount actually paid to UMG by exhibitor for exhibit space rental pursuant to this contract. Organizer makes no representations or warranties, express or implied, regarding the number of persons who will attend the Event or regarding any other matters. Quali cations of Exhibitor: UMG, in its sole discretion, shall have the right to determine whether a prospective exhibitor is eligible to participate in the Event. Applicants who have not previously exhibited at a prior event held by Organizer similar to that of the Event may be required to submit a description of the nature of their business and the items intended to be exhibited. UMG reserves the right to restrict or remove any exhibit which UMG, in its sole discretion, believes is objectionable or inappropriate. No adult materials may be displayed or sold, as this is a family event.
Assignment of Space: Exhibit space shall be assigned by UMG in its sole discretion for the Event and for the Event Dates only. Any such assignment does not imply that similar space will be assigned for future events held by Organizer. UMG reserves the right to change the oor plan or to move an Exhibitor to another booth location prior to or during the Event if UMG in its sole discretion determines that to do so is in the best interest of the Event. There is no guarantee that an Exhibitor will be assigned the exhibit space location(s) requested on the Contract. Every effort is made to accommodate exhibitor requests for space and position on the oor. A 50 percent deposit is required with the signed contract before booth space will be assigned, with full amount due no later than 60 days prior to exhibitor set up. UMG will not hold any booth space without deposit.
Con dentiality: Exhibitor booth pricing is subject to adjustment by UMG. Not all booths will be sold at the same price as we may have offered discounts or promotions. Certain categories, such as sponsors and non-pro ts pay different prices. Your exhibitor booth price is strictly con dential and ANY discussion with other exhibitors at an expo for any reason gives UMG the right to evict your booth from the expo at any time. Late Fee: Exhibitors who don’t pay in full by 60 calendar days prior to the event, will be charged a late fee in the amount of $50 and exhibitor location is no longer secure.
Exhibit Space Occupancy: Hours and dates for installing, occupying and dismantling exhibits shall be those expressly speci ed by Organizer. If Exhibitor fails to install its display in its assigned space by one hour before the expo opens or leaves its space unattended during the Exhibit hours, Organizer shall have the right to take possession of the space and no refund will be due to Exhibitor. All exhibits must be open for business during all event hours. Exhibitor may not dismantle the display until the organizer of cially closes the expo.
Character of Displays, Use of Aisles and Common Areas: Distribution of samples and printed matter of any kind and any promotional material is restricted to the exhibit booth. All exhibits shall display products or services in a tasteful manner as determined in organizer’s sole discretion. The aisles, passageways and overhead spaces remain strictly under control of Organizer and no signs, decorations, banners, advertising material or special exhibits will be permitted in any of these spaces except by written permission of Organizer. Uniformed attendants, models and other employees must remain within the booths occupied by their employers. Any and all advertising distribution must be made by Exhibitor only from within his or her booth. Equipment must be arranged so that show visitors do not stand in the aisle while examining equipment or watching demonstrations. Strolling entertainment or moving advertisements outside of an Exhibitor’s exhibit space is prohibited.
Exclusivity: Exclusivity will not be granted to any one vendor; however precautions will be taken to limit duplication of similar items. Sales will be restricted to those items listed on your approved application. You will be notified prior to acceptance if any of your listed items are required to be removed from your item list. Only sponsoring companies or entities may request exclusivity on certain products and services, if their request is granted; affected vendors will be notified prior to the event of their new limitations. If an affected vendor is not able to accept their new limitations, they may request to have their application rejected and receive a refund in the amount of their booth fee. The vendor further understands that they are not entitled to receive any additional compensation.
Listings and Promotional Materials: By Exhibitor’s participation in the Event, Exhibitor expressly grants to UMG a fully paid, perpetual non-exclusive license to use, display and reproduce the name, trade names and product names of Exhibitor in any directory (print, electronic or other media) listing the exhibiting companies at the Event and to use such names in UMG promotional materials. UMG shall not be liable for any errors in any listing or descriptions or for omitting any Exhibitor from the directory or other lists or materials. Exhibitor agrees that UMG may also take photographs or Exhibitor’s booth space, exhibit and personnel during, before or after the open hours of the Event and use such photographs for any UMG promotional purpose.
Exhibitor Service Guide: Once Exhibitor contract has been approved and processed, UMG will send an Exhibitor Service Guide to the Primary Contact listed on the front of this agreement. The Exhibitor Service Guide will include information integral to participation at the Event, including but not limited to additional exhibitor rules and regulations, of cial contractor order forms, registration, shipping and drayage, utilities and building services, exhibitor display rules, and move-in, move-out schedules.
Care of Exhibit Facility: Exhibitor is responsible for any federal, state or local taxes and shall promptly pay for any and all damages to the Exhibit Facility or associated facilities, booth equipment or the property of others caused by Exhibitor.
Taxes and Licenses: Exhibitor shall obtain any licenses, permits or approvals under federal, state or local law applicable to its activities at the Event at its sole expense. Exhibitor shall obtain any necessary tax identi cation numbers and permits for paying all taxes, license fees, use fees, or other fees, charges, levies or penalties that become due to any governmental authority in connection with its activities at the Event. Liability and Insurance:
a) The Exhibitor shall obtain and maintain at its own expense a comprehensive general liability and all risk property insurance policy acceptable to UMG for the period commencing on the rst move-in date and termi- nating on the last move-out date. The policy shall name UMG and the premises owner of the show as additional insured and insure the exhibitor, UMG, and the premises owner against all claims of any kind arising from or in any way, in whole or in part, connected with the exhibitor’s presence or operations at the show. This insurance shall be primary and non-contributing and shall provide coverage of at least $1,000,000 for each separate occurrence. Exhibitor will provide UMG with a copy of the policy.
b) The Exhibitor is responsible to insure its own exhibit, personnel, display and materials from any damage or loss through theft, re, accident or other cause and accepts all risks associated with the use of the exhibit space and its environs.The Exhibitor shall not make any claim or demand or take any legal action, whatsoever, against UMG, the Show sponsors or the facility in which the Show is held, for any loss, damage or injury howsoever caused, to the Exhibitor, its of cers, directors, agents, representatives, and employees or their respective property.
c) Neither Utah Media Group (UMG) nor the facility will assume liability for loss or damage, through any cause, of equipment, employee, products, goods, exhibits or other materials owned, rented or leased by the Exhibitor.
Copyrighted Materials: Exhibitors shall not play or permit the playing or performance of, or distribution of any copyrighted material at the Event unless it has obtained all necessary rights and paid all required royalties, fees or other payments.
Cancellation by Exhibitor: Cancellation of booth space and sponsorship is not permitted; any partial cancellation must have the prior written consent of UMG, which consent shall be in UMG’s absolute discretion. No refunds for cancellations or no-shows by the Vendor.
Cancellation of Exhibitor by UMG: UMG reserves the ultimate right to cancel any exhibit purchase at any time. UMG will return fees and payments accordingly.
Cancellation of the Event: If UMG cancels the Event due to circumstances beyond the reasonable control of UMG (such as acts of God, acts of war, governmental emergency, labor strike or unavailability of the Exhibit Facility) UMG shall refund to each Exhibitor its exhibit space rental payment previously paid, minus a share of costs and expenses incurred, in full satisfaction of Organizer’s liabilities to Exhibitor. UMG reserves the right to cancel, re-name or re-locate the Event or change the dates on which it is held. If UMG changes the name of the Event, relocates the Event to another event facility within the same city or changes the dates for the Event to dates that are not more than thirty (30) days earlier or thirty (30) days later than the dates on which the Event originally was scheduled to be held, no refund will be due to Exhibitor; provided however, UMG shall assign use of such space to Exhibitor pursuant to the terms of this contract.
AdditionalTerms and Conditions: UMG has sole control over attendance policies. Except as provided to the contrary in this contract; all monies paid by Exhibitor shall be deemed fully earned and non-refundable at the time of payment. Exhibitor shall conduct itself at all times in accordance with normal standards of decorum and good taste. In addition to its right to close an exhibit and withdraw acceptance of the contract, UMG in its sole judgment may refuse to consider for participation in future events held by Organizer an Exhibitor who violates or fails to abide by the contract and any of the accompanying rules and regulations. Any amendment or modi cation to this contract must be in writing and signed by an authorized representative of UMG. Exhibitor may not assign this contract or any right hereunder nor may Exhibitor sublet or license all or any portion of its exhibit space without the prior written consent of UMG, which consent shall be in UMGs sole discretion.
Incorporation of Rules and Regulations: Any and all matters pertaining to the Event and not speci cally covered by the terms and conditions of this contract shall be subject to determination by UMG in its sole discretion. UMG may adopt rules or regulations from time to time governing such matters and may amend or revoke them at any time, upon reasonable notice to Exhibitor. Any such rules and regulations (whether or not included in an Exhibitor Service Guide or similar document) are an integral part of this contract and are incorporated herein by reference and shall have the full force and effect as if such rules and regulations are fully set forth herein. Exhibitor shall observe and abide by additional regulations made by UMG as soon as these additional rules or regulations are communicated to Exhibitor.This contract (including the Exhibitor Service Guide and any additional rules or regulations adopted by UMG from time to time) states the entire agreement of the parties with respect to the subject matter hereof.
Fire and Safety Laws: Federal, state, and city laws and venue rules and regulations must be strictly observed. Refer to speci c venue re code and regulation for exhibiting.
Observance of Laws: Exhibitor shall abide by and observe all federal, state and local laws, codes, ordinances, rules and regulations, and all rules and regulations of the Exhibit Facility (including without limitation any union labor work rules). Without limiting the generality of the foregoing, Exhibitor shall construct its exhibits to comply with the Americans with Disabilities Act.