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.