ORLANDO 2015 - Imprinted Sportswear Show
Contents
1. their business and the items to be exhibited Emerald and its respective successors and assigns shall be authorized to rely upon i the signature of Exhibitor hereto on this Agreement if manually signed which is delivered by facsimile or PDF or ii the electronic signature submitted by clicking the agree box on the electronic application form as constituting a duly authorized irrevocable actual current delivery of this Agreement with original ink signatures of each person and entity Upon this Agreement becoming binding Exhibitor agrees to pay Emerald the fees when due according to the payment schedule stated in the Exhibit Space Contract or on the electronic ap plication form If Exhibitor submits its application electronically payment will be automatically charged and applied according to the payment schedule stated therein Emerald has the right to charge Exhibitor a late fee of up to 1 5 per month or the maximum amount allowable by applicable law on all outstanding amounts owed by Exhibitor Emerald reserves the right in its sole discretion to apply any or all payments made for the Event to any or all outstanding invoices owed to Emerald including for ad insertions sponsorships booth space or any other product or services offered by Emerald for which Exhibitor has a balance due All fees paid by Exhibitor to Emerald are non refundable except as specifically set forth herein Exhibitor s payment obligations shall survive any ter2. Apparel or Equipment Distributor Promotional Products Buyer Digital Decorator Other Apparel or Equipment Manufacturer Sporting Goods Dealer Buyer High School Student Home Sewer Embroiderer Digitizer 0 5 10 15 20 25 30 of Attendees PROMOTING EXHIBITORS e Direct mail pieces delivered to nearly 100 000 prospective ISS Orlando and Surf Expo attendees Multiple E mail Blasts deployed to thousands of past present and future ISS attendees and mpressions Magazine subscribers e The Planner offers a state of the art online floor plan The ISS website ISSshows com is a year round resource to which many attendees use to plan which exhibitors to visit at the show s Sponsorship opportunities to increase visibility through ISS marketing materials online and at the show EMERALD MERALD Produced by EXPOSITIONS TOP 3 REASONS ATTENDEES SELECT ISS 1 Find New Products and Services 2 Stay Current with Industry Trends and Learn New Technologies 3 Connect with Current Vendors ANNUAL SALES Over 5 Billion 1 Million to 499 999 50 000 to 249 999 Unknown 250 000 to 999 999 Up to 49 000 2010 ISS SPUNSORSHIP OPPORTUNITIES From building product awareness to increasing sales becoming an Official ISS Orlando 2015 Show Sponsor will further enhance your presence among your competition Maximize your Marketing ROI and get your message directly in front of key buyers and decision makers in the de
3. Defined Terms Agreement means collectively i the Exhibit Space Contract for the Event and any ancillary documents associated therewith and delivered through any means at any time to Exhibitor potentially including an Exhibitor Service Manual and ii these Terms and Conditions In the event of any conflict among the terms of such documents the terms of these Terms and Conditions shall prevail Event collectively means the event or events referred to above on the previous or facing page or in materials attached hereto as organized by Emerald Expositions LLC Emerald Facility means the venue where the Event is held Exhibitor means the company or person entering into this Agreement as listed on the Exhibit Space Contract 2 Agreement Acceptance Eligibility and Payment This Agreement becomes binding and effective when it has been either manually signed by Exhibitor if submitted in paper form or submitted electronically by Exhibitor after checking the I agree box on the electronic application form and in either event acknowledged and accepted by Emerald in writing by delivering Exhibitor a booth space assignment confirmation Emerald may refuse acceptance of any Event application for any or no reason Eligibility to exhibit at the Event is generally limited to persons or firms that supply products and or services relevant to the Event Applicants may be required to submit a description of the nature of
4. aggregate combined single limit for broad form bodily injury and property damage including coverage for personal injury contractual liability coverage with respect to this Agreement and operation of mobile equipment premises products completed operations liability coverage liquor liability if applicable and personal advertising injury liability coverage c Automobile liability insurance with limits not less than 1 000 000 per occurrence combined single limit for bodily injury and property damage including coverage for owned non owned and hired vehicles including loading and unloading operators if applicable d Umbrella Liability Insurance with limits of at least 1 000 000 per occurrence and in the aggregate and e Employers Liability Stop Gap Liability Insurance with limits of at least 500 000 for each occurrence The CGL and Automobile insurance policies shall a name as additional insureds Emerald Facility and each of their subsidiaries affiliates officers directors employees agents and representatives and b be primary to any other valid and collectible insurance of Exhibitor and shall be written on an occurrence basis Claims made policies are not acceptable and do not constitute compliance with Exhibitor s obligations under this paragraph Copies of additional insured endorsements primary coverage endorsements and certificates of insurance satisfactory to Emerald shall be furnished to Emerald within ten 10 days of exe
5. the New York courts and all inconvenient forum objections and any right to assert lack of personal jurisdiction This section shall survive any termination of this Agreement 19 Miscellaneous Exhibitor shall not assign or otherwise transfer this Agreement or any right or obligation hereunder to any other party without the prior written consent of Emerald No provision or part of this Agreement or remedy hereunder may be waived except by a writing signed by a duly authorized representative of Emerald Failure or delay by Emerald to enforce any provision of this Agreement will not be deemed a waiver of future enforcement of that or any other provision This Agreement represents the entire agreement between Emerald and Exhibitor relating to the Event and supersedes any prior written or oral understandings agreements or representations by or between Emerald and Exhibitor relating to the Event Any amendment to this Agreement must be in writing and signed by an authorized representative of Emerald In the event that any provision of this Agreement is found to be unenforceable such provision will be reformed only to the extent necessary to make it enforceable and such provision as so reformed will continue in effect consistent with the intent of the parties as of the Effective Date Whenever the words include includes or including are used in this Agreement they shall be deemed to be followed by the words without limitation The partie
6. 0 days prior to the show it must do so in writing by certified mail to Emerald Expositions and Exhibitor will be charged a 50 booth processing fee Should an Exhibitor cancel after 90 days prior to the show 100 of exhibit space cost is due If Exhibitor defaults in payment Exhibitor is liable to Emerald Expositions for collection costs including reasonable attorney s fees Emerald Expositions reserves the right to accept or reject exhibitor space applications and to cancel any previously accepted exhibitor space applications or contracts at any time in its sole discretion for any reason or no reason without liability to Exhibitor or any other party This contract is not valid until it is fully executed by an authorized representative for Exhibitor and Emerald Expositions We understand and agree that this application for Exhibit Space becomes a binding contract when accepted in writing by Emerald Expositions the show organizer and we hereby agree that the attached Terms and Conditions are enforceable and are incorporated into and control this Exhibit Space Contract once it is accepted by Emerald Expositions We further agree that any terms and conditions associated with any purchase order we may submit in order to process payment for this Exhibit Space Contract are of no force or effect regardless of the express language of the purchase order we submit Signature Required gt Agreed to by Mailing Address City State Zip Country We
7. 5 x Sq Ft x 27 per Sq Ft Standard Rate x Sq Ft x 28 per Sq Ft Corners x 400 per corner SPACE DRAW July 10 2014 O NASHVILLE Early Bird Rate early bird pricing expires Dec 4 May 7 9 xX Sq Ft x 27 per Sq Ft Standard Rate X Sq Ft x 28 per Sq Ft Corners x 400 per corner SPACE DRAW December 4 2014 O ORLANDO Early Bird Rate early bird pricing expires Apr 1 September 10 12 xX Sq Ft x 27 per Sq Ft Standard Rate xX Sq Ft x 28 per Sq Ft Corners x 400 per corner SPACE DRAW April 1 2015 O FORT WORTH Early Bird Rate early bird pricing expires May 1 October 15 17 X Sq Ft x 27 per Sq Ft Standard Rate xX Sq Ft x 28 per Sq Ft Corners x 400 per corner SPACE DRAW May 1 2015 Exhibit Space Agreement The undersigned Exhibitor as a duly authorized representative enters into an agreement with Emerald Expositions to rent exhibit space at the above designated 2015 Imprinted Sportswear Show Space will be assigned by Emerald Expositions at its sole discretion and may be changed for the benefit of the exposition Exhibitor agrees to abide by official Exhibitor Rules amp Regulations and has received the booth space terms and conditions Exhibitor agrees to pay a 50 deposit 150 days from staging of the event Final balance due for booth cost is due 90 days prior to the show If Exhibitor desires to cancel all or part of the exhibit space on or before 9
8. ORLANDO EAPO AND CONFERENCE Everything You Need to Grow Your Decorated Apparel Business and More September 10 12 2015 Urange County Convention Center ISSshows com orlando Produced by Presented by Ones f facebook com ImprintedSportswearShows YY ISSshows Impressions Ds GEAR A ORLANDO 2015 Everything You Need to Grow Your Decorated Apparel Business and More DATES AND HOURS Thursday September 10 ccceseeeee eee es 10 00 AM 5 00 PM Friday September 11 cccccceeseeeseeeeeeeeeeeres 10 00 AM 5 00 PM Saturday September 12 cece cece eee eee es 10 00 AM 3 00 PM VENUE Orange County Convention Center North Hall NA2 9800 International Drive Orlando Florida 32819 800 345 9845 EXHIBIT DETAILS ISS Orlando 2015 will be located at the Orange County Convention Center with approximately 25 000 net square feet of exhibit space ISS Orlando is proud to be partnering once again with Surf Expo which will bring thousands of additional qualified attendees to the show BUUTH RATES Exhibit Soace at ISS Orlando 2015 is 28 00 per square foot 400 additional for an open corner Includes pipe and drape All LA DT S H L al booths require flooring EXHIBITORS Hundreds of manufacturers in the following product categories Accessories Digitizing Software Equipment Ad Specialty Promotional Eco Friendly Apparel Products Embroidery Equipment Athletic Apparel Teamwear Embroidery Supplies Bling Fl
9. bitor and its affiliates explicitly consent to receive fax email telephone and other communications from Emerald and associated businesses under 47 U S C 227 and any other applicable regulations 14 Contractor Services Emerald has contracted on an exclusive basis with official contractors to provide certain services for the Event Service companies other than the official contractors will not be allowed to perform any of these exclusive services Non exclusive services may be performed by exhibitor appointed contractors EAC within certain guidelines Please refer to the Exhibitor Service Manual for a listing of exclusive services and EAC guidelines 15 Character of Displays Use of Aisles and Common Areas Sound Distribution of samples printed matter of any kind and any promotional material is restricted to the exhibit booth Strolling entertainment or moving advertisements outside of Exhibitor s exhibit space are prohibited All exhibits shall display products or services in a tasteful manner The aisles passageways and overhead spaces remain strictly under the control of Emerald and no signs decorations banners advertising material or special exhibits will be permitted in such areas except by written permission of Emerald All booth equipment i e tables chairs displays etc must not protrude into the aisles under any circumstance Balloons and stickers are prohibited in the exhibit area and Facility handouts with gummed bac
10. bsite SUBTOTAL TOTAL BOOTH BOOTH COST O LONG BEACH Early Bird Rate early bird pricing expires June 12 O ATLANTIC CITY Early Bird Rate early bird pricing expires July 10 Payment Instructions Paying by Credit Card After your contract is received and processed you will receive an email with your link to our online payment portal Use that link and the password provided to make your payment within 5 days of receipt A link to the portal can also be found at www ISSshows com on the Exhibitor Resource Center page Paying by Check Paying by Wire or ACH Make Checks payable to ISS If paying by wire please remit to ACH Instructions Emerald Expositions Inc Emerald Expositions Emerald Expositions Inc 32728 Collection Center Drive Attn ISS Attn ISS Chicago IL 60693 0327 Bank of America Bank of America 600 Anton Blvd Suite 150 600 Anton Blvd Suite 150 Costa Mesa CA 92626 Costa Mesa CA 92626 ACH Routing 122000661 ACH Routing 122000661 Acct 1453616343 Acct 1453616843 Swift Code BOFAUS3N Emerald Expositions Signature Date INSTRUCTIONS Please complete sign and fax this agreement to your designated Sales Representative listed below An original signed copy must also be mailed to Imprinted Sportswear Shows 2015 Emerald Expositions 1145 Sanctuary Parkway Suite 355 Alpharetta GA 30009 Erin Cianciolo 770 777 8827 Sarah Mallett e 770 777 8702 Imprinted Sportswear Shows 2015 Terms amp Conditions 1
11. corated apparel industry Participate in onsite events onsite signage website advertising email sponsorship and much more TO RESERVE YOUR BOOTH SPACE AND LEARN MORE ABOUT SPONSORSHIP OPPORTUNITIES CONTACT Erin Cianciolo Senior Account Executive Phone 770 291 5486 Email erin cianciolo emeraldexpo com Territories AK AZ CT DC DE IA IL IN LA MA MD ME MN MO ND NH NJ NV NY OH PA RI VT WA WI WV WY and California company names beginning with M Z The 2014 ISS Orlando event brought together approximately 110 exhibitors 5 000 industry professionals and nearly 20 000 square feet of exhibit space Sarah Mallett Account Executive Phone 770 291 5418 Email sarah mallett emeraldexpo com Territories AL AR CO FL GA HI ID KS KY MI MS MT NC NE NM OK OR SC SD TN TX UT VA International and California company names beginning with A L Presented by Impressions PLEASE TYPE OR PRINT Company Information Imprinted Sportswear Shows 2015 Note the company name as listed below will be used for your booth sign website listing and badges Company Contact Title Phone Fax Email Address Booth Location Requests Locate Do Not Locate Near CHECK BELOW TOTAL SQ FT IF EXHIBITING OF CORNERS January 16 18 x Sq Ft x 27 per Sq Ft SPACE DRAW Standard Rate June 12 2014 x Sq Ft x 28 per Sq Ft Corners x 400 per corner March 13 1
12. cution of this Agreement Certified copies of the certificates of insurance shall provide that they may not be cancelled without 30 days advance written notice to Emerald EMERALD EXPOSITIONS 10 Limitation of Liability Under no circumstances shall Emerald or Facility or their respective affiliates officers directors shareholders agents representatives employees and assigns be liable for any lost profits or any indirect or consequential damages including but not limited to incidental special or punitive damages whatsoever whether or not such damages were reasonably foreseeable or whether or not a party has been advised of the possibility thereof In no event shall Emerald s maximum liability to Exhibitor under any circumstance exceed the amount actually paid to Emerald by Exhibitor for renting exhibit space at the Event This section shall survive any termination of this Agreement 11 Compliance with Laws Taxes and Licenses Exhibitor agrees to abide by and observe all federal state and local laws codes ordi nances rules and regulations and all rules and regulations of the Facility including any union labor work rules Without limiting the foregoing Exhibitor shall construct its exhibits to comply with the Americans with Disabilities Act Exhibits must meet all required fire regulations those that do not pass inspection will be ordered closed until all fire hazards are corrected or removed Exhibitor shall be solely respons
13. e percentage of the total payment that is not yet converted into a non refundable payment all according to the payment schedule associated with this Event as detailed in the Exhibit Space Contract or on the electronic application form If Exhibitor requests to reduce the size of its booth space after entering into this Agreement Emerald may choose to reject or grant such request in its sole discretion and Emerald may not refund any fees paid or reduce the fee payment obligation under the terms of the Agreement Additionally depending on space remaining available to be allocated for the Event Emerald may require Exhibitor to move to another place on the floor and to pay an additional amount of money in addition to what is owed under the Agreement for such new smaller booth space requested by Exhibitor and or for costs associated with the move 6 Cancellation of Event Subject to the termination provisions contained herein if Emerald cancels the Event or the Event is cancelled or not held for any reason including as a result of force majeure Emerald shall refund to Exhibitor its booth space rental payment previously paid minus a share of costs and expenses incurred by Emerald in full satisfaction of all liabilities of Emerald and Facility to Exhibitor Addi tionally Emerald reserves the right to postpone rename or relocate the Event or change the Event dates If Emerald changes the name of the Event relocates the Event to another facility with
14. eece Sweats Cheer Spiritwear Headwear Caps Visors Computer Software Headbands Cutting Equipment Supplies Heat Seal Equipment Decals Emblems Screen Printing Equipment Decorator Screen Printing Supplies Digital Direct to Garment Sportswear Dist Wholesaler Digital Transfers Equipment amp 1 Shirts Manufacturer Supplies Transfers ATTENDEES Approximately 5 000 industry professionals including screen printers embroiders and digital decorators EMERALD e Produced by ore Presented by Impressions Is GEAR ORLANDO 20 Everything You Need to Grow Your Decorated Apparel Business and More WHY EXHIBIT For over 35 years the Imprinted Sportswear Shows ISS have been the leaders of the decorated apparel industry Experienced buyers know ISS is the place to see the latest equipment supplies industry trends and techniques available The ISS Orlando show delivers a high quality audience that has the power to generate leads and maximize your show ROI Not only will exhibiting at ISS Orlando enable you to showcase your products and services in front of thousands of qualified attendees you ll also see the latest trends on direct to garment printing foil on screen print designs thread blending for embroidery and more Increase your exposure to new prospects by contracting your booth space today WHO ATTENDS ISS PRIMARY TYPE OF BUSINESS Textile Screen Printing Embroidery Monogramming Retailer Graphic Artist Designer
15. es beyond its reasonable control is delayed in arrival or set up it must notify the appropriate Emerald contact immediately Additionally a only Exhibitor will be permitted in its booth two 2 hours prior to published Event Open Times all labor performed by contractors must be complete by that time and no attendees may visit the booth prior to the Event Open Time b Exhibitor must vacate its booth by the posted move out time listed in the Exhibitor Service Manual c no one under 18 years of age or as required by the applicable Facility shall be admitted on the show floor during move in out days of the Event and d no breakdown dismantling of exhibit or sale and subsequent removal of exhibit merchandise is permitted before the Event officially ends If Exhibitor violates subsection d hereof it will be assessed an early breakdown fee of 500 and may be denied booth space access at future events Exhibitors that leave excessive materials in their booth space at the end of the published move out time will be invoiced for labor costs to remove such materials and for any disposal charges The following sales are strictly prohibited during the Event a any retail sales including but not limited to any retail sales in violation of the retail sales tax regulations where the Event is being held b any sale where display merchandise changes hands during the Event unless approved in advance by Emerald in writing and c any direct sale from Ex
16. eves Exhibitor is not authorized to exhibit or iv if Exhibitor becomes insolvent makes any assignment for the benefit of creditors goes to liquidation or has a receiver or trustee appointed for the benefit of creditors whether voluntary or otherwise or seeks the protection of or has a proceeding instituted against it under the bankruptcy code or any similar statute Additionally Emerald may terminate this Agreement for convenience at any time for any reason and upon such termination shall be liable only for the amount actually paid to Emerald by Exhibitor for renting exhibit space at the Event 5 Termination by Exhibitor Exhibitor may terminate this Agreement at any time by giving written notice thereof to Emerald which ter mination is effective upon Emerald s acknowledgment of receipt of such written notice Upon Exhibitor s termination of this Agreement for any reason Exhibitor may only be due a refund of any fees paid if Exhibitor paid fees upfront and Exhibitor terminates the Agreement before such paid fees are due payable and non refundable according to the payment schedule associated with this Event as detailed in the Exhibit Space Contract or on the electronic application form If Exhibitor submitted a credit card with an electronic application such credit card will not be charged for payments due after Exhibitor s termination of this Agreement Upon a termination by Exhibitor all payments made are non refundable except for th
17. hibitor to consumer The Event is strictly business to business The use of cameras and video cameras on the exhibit floor is strictly prohibited without the prior written consent of Emerald 13 Licenses Communications Exhibitor grants to Emerald a fully paid perpetual non exclusive license to use display and reproduce the name trade names product names and other proprietary property of Exhibitor in any directory print electronic or other media listing exhibitors at the Event and to use those items in Emerald s promotional materials Emerald shall not be liable for any errors in any listings or descriptions or for omitting Exhibitor from any directory or other lists or materials Emerald may also take photographs of Exhibitor s booth space products guests and personnel during before or after the Event and use those photographs for any promotional purpose Emerald hereby grants to Exhibitor a limited non exclusive license to use display and reproduce the name of the Event the Mark solely and directly in connection with exhibiting at the Event Unless Exhibitor receives Emerald s prior written consent Exhibitor may not use the Mark in any other way including but not limited to on party invitations for special events or on marketing materials This limited license expires at the conclusion of the Event Emerald may terminate this license immediately at any time for any reason or no reason By entering into this Agree ment Exhi
18. ible for obtaining all licenses permits or approvals under federal state or local laws applicable to its activities at the Event Exhibitor shall be solely responsible for obtaining any necessary tax identification numbers and permits and for paying all taxes license fees use fees royalties or other fees charges levies or penalties that become due to any governmental authority in connection with its activities at the Event If advised by Emerald to ship merchandise to a specific location Exhibitor will do so and will not permit the delivery of merchandise to the Facility 12 Assignment of Space Exhibit Space Occupancy Use and Departure Exhibit space for the Event shall be assigned by Emerald in its sole discretion Emerald reserves the right to change the floor plan or to move Exhibitor to another similar size booth location prior to or during the Event for a legitimate reason in Emerald s discretion Exhibitor may not sublet share or license all or any portion of its exhibit space Emerald shall specify the hours and dates for installing occupying and dismantling exhibits If Exhibitor fails to begin installing its display in its assigned space 24 hours prior to the Event opening or leaves its space unattended at any time during the Event Emerald shall have the right to take possession of the space and terminate this Agreement with no refund All exhibits must be open for business at all times during the Event If Exhibitor through circumstanc
19. in the same geographic area or changes the Event dates to dates that are not more than 30 days earlier or 30 days later no refund will be due to Exhibitor and Emerald shall assign to Exhibitor in lieu of the original space other space as Emerald deems appropriate and Exhibitor agrees to accept such space under the terms of this Agreement 7 Assumption of Risks Release 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 or of any person including death property business or profits of Exhibitor whether caused by or resulting from acts of Emerald Facility any Event participants including exhibitors and invitees God including weather conditions or otherwise Exhibitor has sole responsibility for its property and any theft damage or other loss to that property whether or not stored in any courtesy storage area including any subrogation claims by its insurer Emerald or Facility may utilize personnel to regulate the flow of attendees at the Event but such personnel are not security guards Exhibitor shall insure its property against damage loss and theft and agrees to not make any claims against Emerald or Facility for any loss Neither Emerald nor Facility accepts any responsibility nor is a bailment created for property delivered by or to Exhibitor Neither E
20. is Agreement or any other contract arrangement or agreement related to the Event c any matter for which Exhibitor is otherwise responsible under the terms of this Agreement or any other contract arrangement or agreement d any violation or infringement or claim of violation or infringement by Exhibitor of any law or ordinance or of the rights of any party under any patent copyright trademark trade secret or other proprietary right e any libel slander defamation or similar claims arising out of or relating to Exhibitor s actions f Exhibitor s acts that result in damage harm or injury including death to anyone or their property at the Event and g any and all loss of or damage to property or the business or profits of Exhibitor This section shall survive any termination of this Agreement 9 Insurance Exhibitor shall at its own expense secure and maintain throughout the term of this Agreement including move in and move out days the following insurance with responsible third party insurance carriers with an A M Best rating of at least A VIl for Exhibitors insured with a domestic insurance carrier and with a carrier approved in advance by Emerald for Exhibitors insured with an international insur ance carrier a Workers compensation insurance in an amount as required by applicable law for domestic Exhibitors b Comprehensive general liability insurance with limits not less than 1 000 000 per occurrence 2 000 000 in the
21. king that adhere or cause adhesion are considered stickers Exhibits must be arranged so that show attendees do not stand in the aisle while viewing the exhibit or watching demonstrations The use of devices for mechanical reproduction of sound or music may or may not be permitted in Emerald s sole discretion Sound of any kind must not be projected outside of Exhibitor s exhibit space Exhibitor is specifically prohibited from employing any carnival type attraction animal or human or from operating noise creating devices such as bells horns or megaphones 16 Outside Exhibits Hospitality Suites Exhibitor is prohibited without Emerald s prior written approval from displaying products or ser vices and or other advertising material in areas outside its booth space such as but not limited to parking lots hotel lobbies lounges corridors sleeping rooms etc Exhibitor is also prohibited from conducting unauthorized facility tours Exhibitor shall not operate hospitality suites during hours in which the Event is open or when any Emerald sponsored activities are being held Exhibitor is prohibited from hosting hospitality functions during official Event hours All requests for a hospitality suite or public function space must be made through Emerald If Exhibitor fails to occupy its exhibit space for any reason during official Event hours Emerald reserves the right to notify the applicable venue to cancel any hospitality space and or hotel guest ro
22. merald nor Facility nor their respective affiliates officers directors shareholders agents representatives employees and assigns shall be liable for and Exhibitor hereby releases all of them from and covenants not to sue any of them with respect to any and all risks losses damages and liabilities whether described in this Agreement or not Exhibitor understands and agrees that the Event stages Rain or Shine and Exhibitor receives no allowance of any sort in the event of bad weather Emerald makes no representations or warranties express or implied regarding the success of the Event including the number of persons who will attend the Event or regarding any other matter except as explicitly set forth herein This section shall survive any termination of this Agreement 8 Indemnification Exhibitor shall indemnify defend with legal counsel satisfactory to Emerald and hold Emerald and Facility and their respective affiliates officers directors shareholders agents representatives employees and assigns harmless from and against any and all claims demands suits liabilities damages losses costs fees including attorneys fees and collection costs and expenses which result from or arise out of or in connection with a Exhibitor s participation or presence in or at the Event including the sale of merchandise sold by Exhibitor b any breach by Exhibitor of any agreements covenants promises or other obligations under th
23. mination of this Agreement 3 Term This Agreement commences effective the date it is accepted by Emerald and shall terminate upon the conclusion of the Event including any move out activities following the Event unless earlier terminated as stated herein 4 Termination by Emerald Notwithstanding anything herein to the contrary Emerald may terminate this Agreement at any time including during the Event for any reason without a refund or liability to Exhibitor of any sort and without a reduction in fees owed by Exhibitor to Emer ald and without limiting any other remedy Emerald may have i if Exhibitor fails to make any payment required by this Agreement in a timely manner ii upon any breach or threatened breach of this Agreement by Exhibitor iii if Emerald in its sole discretion believes the Exhibitor s exhibit is inappropriate for any reason including but not limited to a if Exhibitor exhibits products in competition with Exhibitor s resellers who are exhibiting at the Event b if Exhibitor exhibits products different from what it stated in the application process or under a different company or brand name c if Exhibitor exhibits products or displays promotional materials that Emerald in its sole discretion reasonably believes infringe the proprietary rights of a third party or if we are informed that Exhibitor has been accused by a third party of infringement or d if Exhibitor exhibits products that Emerald reasonably beli
24. oms under Exhibitor s name but Exhibitor shall remain liable for such hotel or applicable venue fees 17 Freight Shipment Exhibitor should use the shipping labels provided by Emerald for the Event to ensure proper shipment and identifica tion of freight to the Event Shipments made in advance to the authorized Event contractor as per instructions in the Exhibitor Service Manual will be delivered to Exhibitor s booth At the close of Event if Exhibitor desires to arrange shipment of its exhibit materials by its own carrier it should call for pick up and inform Event s authorized contractor of its arrangements Exhibitor must wait in person for pick up If Exhibitor does not remain in its booth exhibit area for the pick up or if the pick up does not occur within a reasonable time the authorized contractor may take the shipment to the contractor s warehouse at Exhibitor s own risk and expense 18 Governing Law This Agreement is governed by and construed in accordance with the laws of the State of New York as applied to contracts entered into and to be performed within New York Exhibitor hereby submits to the jurisdiction of the federal and state courts located in New York County NY which shall constitute the exclusive venue for the resolution of any and all disputes involving the parties or arising out of connected with or related to this Agreement or the breach of any provision of this Agreement Exhibitor waives all objections to venue in
25. s have participated jointly in negotiating and drafting this Agreement In the event that an ambiguity or a question of intent or interpretation arises this Agreement shall be construed as if drafted jointly by the parties and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any provision of this Agreement This Agreement may be executed in counterparts each of which shall be deemed an original but all of which together shall be deemed to be one and the same agreement A signed copy of this Agreement delivered by facsimile email of scanned copies or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original signed copy of this Agreement The parties intend this statement of their agreement to constitute the final complete exclusive and fully integrated statement of the parties agreement This section shall survive any termination of this Agreement Imprinted Sportswear Shows 2015 1145 Sanctuary Parkway Suite 355 Alpharetta GA 30009 Phone 800 241 9034
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