Vendor shall pay producer deposit of 50% of the total vendor space to hold space. No subletting or sharing of exhibit space will be permitted.
This Exhibitor Contract (“Agreement”) is entered into by and between Texas Elite Auto Showcase (TEAS) and the Exhibitor or “Exhibitor”. This Agreement shall become legally binding and effective only when Exhibitor has signed this Agreement.
DAMAGE TO FACILITY: Exhibitor shall promptly pay for any and all damages to Facility, associated facility, booth equipment, or property of TEAS or other Exhibitors which damage is caused by Exhibitor. Exhibitor assumes all risks associated with, resulting from or arising in connection with the Exhibitor’s participation or presence at Event, including, but not limited to theft, loss, or damage of property, damage or injury to person or persons, (including death), or loss of income or future income, whether caused by negligent, intentional, or accidental acts, acts of God or otherwise. Neither TEAS nor Facility accepts any responsibility for theft, loss or damage of property, damage or injury to person or persons, (including death), or loss of income, whether caused by negligent, intentional, or accidental acts, acts of God, or otherwise, including items stored in any courtesy storage areas. A bailment for property is not created for property delivered by Exhibitor in conjunction with this Agreement. Exhibitor hereby agrees to release TEAS and Facility, their officers, employees, agents, directors, stockholders, owners, attorneys, insurers, lawyers, assigns, and affiliated and subsidiary corporations, and employees, and each of them, from all actions, suits, liens, losses, debts, damages, claims, causes of actions, personal injuries or property damage, including subrogation claims, specifically including, but not limited to, those claims and causes of actions which may arise out of the participation of TEAS, exhibitor, and/or Facility, in the Event and/or any acts which occur between the date of the Signing of this Agreement and the Event.
Exhibitor agrees to forever indemnify, hold harmless, and otherwise defend and/or vouch for (which includes but is not limited to hiring attorneys licensed in the state of the Event and approved by) TEAS and Facility against any and all claims, demands, suits, causes of action, arbitration demands and arbitrations, liens and mechanics liens, which result from Exhibitor’s participation or presence at the Event, including but not limited to: A. Any breach by Exhibitor of this or any Agreement, covenant, promise or other obligation under this Agreement. B. Any violation by Exhibitor of any City, County, Municipal or State Ordinance. C. Any infringement by Exhibitor of patent, copyright, trademark, trade secret, or other proprietary rights. D. Any libel, slander, defamation or similar actions by Exhibitor. E. Claims involving personal injury, wrongful death, property damage, emotional distress, loss of income or future income, misrepresentation, and fraud. F. Any other claims involving negligence, breach of contract, or intentional torts.
LIMITATION OF LIABILITY: Neither TEAS nor Facility shall be liable for any lost profits, incidental, special, general, consequential, or punitive damages, direct or indirect, whether or not Exhibitor is informed of the possibility of such damages. In no event shall TEAS or Facility’s actual damages exceed the account actually paid to TEAS by Exhibitor pursuant to this Agreement. TEAS maintains sole discretion to assign space at the Event and determine the dates of assignment. TEAS reserves the right to group Exhibitors according to merchandise description. Exhibitor’s merchandise to be displayed at Event must be described with particularity in the Application for Space. TEAS makes no representation, guarantees, or promises expressed or implied, regarding the number of people who will attend the Event, the amount of revenue Exhibitor can expect to generate from the Event, or any other matters regarding the Event. Any such statements, prior to or after the execution of this Agreement, are mere opinion and unless expressly included in this Agreement, are hereby disavowed.
ASSIGNMENT OF SPACE/BOOTH LOCATION: TEAS maintains sole discretion to assign space at the Event and determine the dates of assignment. Any such assignment does not guarantee or imply that a similar space will be assigned for future Events. TEAS reserves the right to change the floor plan, assignment, or Exhibitor location prior to or during the Event, if TEAS determines that to do so in the best interest of the Event. Statements as to booth location, in the absence of a written agreement, are not binding upon TEAS. TEAS retains sole discretion to determine where to place Exhibitor.
EFFECT OF CANCELLATION OF AGREEMENT: In the event of cancellation by Exhibitor or TEAS we reserve the right to take any or all of the following steps: A. Refuse Exhibitor permission to move in and set up booth at Facility. B. Refuse Exhibitor access to Facility, except, to remove Exhibitor’s property that is already in Facility at the time of cancellation. C. Enter into another Agreement with another vendor for the booth space TEAS set aside for Exhibitor, which space becomes available due to this cancellation. (TEAS is not obligated to re-rent the booth space in an effort to mitigate damages.) D. Refuse to refund any monies advanced by Exhibitor pursuant to this Agreement.
CANCELLATION OF EVENT: TEAS reserves the right to cancel Event due to circumstances beyond TEAS control or not reasonably anticipated by TEAS, including but not limited, to acts of God, acts of war, governmental emergency, imposition of martial law, labor strike or unrest, or inability of Facility to host Event. No refund will be given. ACCESS TO SPACE BY EXHIBITOR: TEAS reserves the right to determine dates and times when Exhibitor may assemble, occupy, and dismantle booths and exhibits. TEAS and Exhibitor agree that these times are determined by TEAS to be in the best interest of the Event and must be strictly adhered to by Exhibitor.
EVENT HOURS AND EXHIBITOR RESPONSIBILITIES: TEAS will distribute separate information regarding Event hours. However, Exhibitor agrees to abide by the following: Exhibitors will be granted access to their respective booths no earlier than one hour prior to the published time Event is scheduled to open. Exhibitor booths must remain open in accordance with the hours described in the program distributed in advance of Event, or as amended by TEAS. Exhibitor grants TEAS the right to take photographs of Exhibitor’s booth space, exhibits, or merchandise, before, during, or after the Event’s scheduled times, and further grants TEAS the right to use such photographs for promotional purposes.
COMPLIANCE WITH LAWS: Prior to the first scheduled date of the Event, Exhibitor shall be solely responsible for obtaining licenses, permits, or credentials required by Federal, State, or local law applicable to Exhibitor’s activities at Event. Exhibitor shall comply with all the rules and regulations of the Facility, including those pertaining to Union Labor. Exhibitors shall not permit the delivery of merchandise at Facility without express permission of TEAS.
USE OF COPYRIGHTED MATERIALS: Exhibitor shall not play, or permit the playing, performance, or distribution of, copyrighted materials at the Event, unless it has obtained all necessary rights, permissions, and/or licenses, and paid all required royalties, fees, or other payments. Exhibitor at all times shall conduct itself in accordance with normal standards of decorum and good taste. TEAS in sole judgment may refuse to consider any Exhibitor for participation in future events for failure to abide by the Agreement. TEAS reserves the right to close a booth, terminate a contract, or withdraw acceptance of a contract due to Exhibitor’s failure to abide by this provision. Distribution of samples and printed materials, including advertising, is restricted to the exhibit booth space. All exhibits shall display products or services in a tasteful and un offensive manner.
No subletting or sharing of exhibit space will be permitted.
THIS AGREEMENT WILL NOT BE EFFECTIVE UNTIL A COMPLETE PAYMENT FORM AND/OR ANY FORM OF PAYMENT IS RECEIVED. BY COMPLETING A PAYMENT FORM AND/OR SENDING ANY FORM OF PAYMENT, THE EXHIBITOR’S AGENT (S) AGREES THAT HE/SHE IS FULLY AUTHORIZED TO ENTER INTO THIS AGREEMENT AND BIND EXHIBITOR TO ITS TERMS. FURTHERMORE, EXHIBITOR’S AGENT(S) ACKNOWLEDGES THAT HE/SHE HAS FULLY REVIEWED AND UNDERSTOOD THIS AGREEMENT AND CONSULTED WITH LEGAL COUNSEL OR WAIVED THE RIGHT TO CONSULT WITH LEGAL COUNSEL. THESE TERMS ARE NON-NEGOTIABLE AND ANY FAILURE TO COMPLY WITH THE TERMS LISTED ABOVE WILL BE A VIOLATION OF THIS AGREEMENT AND GROUNDS FOR IMMEDIATE REMOVAL FROM THE EVENT AND FORFEITURE OF ANY PAYMENT RECEIVED.
