RULES & REGULATIONS AGREEMENT
THE APPLICANT ("Vendor") Agrees to indemnify, defend and hold harmless Wildwood Highlands OPCO, LLC, a Pennsylvania limited liability company, doing business as North Park Sports Complex ("NPSC"), and its parent companies, affiliates, members, employees, agents, and the heirs, personal representatives, successors and assigns of each of the foregoing, as applicable (collectively, "NPSC Parties") from any and all claims, demands, suits, damages, liability, loss, expenses and attorney fees which may arise out of any action of failure to act of Vendor or any of its employees, representatives, or assignees including but not limited to, claims of damages or loss of property, injury, harm or death to the person or any of the Vendor or any of Vendor's employees, representatives or assignees. Additionally, the applicant, agent, employee, or assignee shall not hold, and hereby releases, NPSC and the NPSC Parties accountable for or liable in the case of fire, water, earthquake, hurricane, tropical storm, venue utility disruption, pandemic (including, without limitation, COVID-19), governmental order, acts of God or other matters outside the reasonable control of NPSC.
APPLICANT PAYMENT REQUIREMENTS; CANCELLATION: Full payment of the Total Application Fee Due may be made by either (i) check received within seven (7) days of Vendor submitting Vendor's on-line registration, or (ii) credit card at the time of Vendor's submission of its on-line registration. If paying by credit card, complete credit card information must include: account number and associated required information i.e., Name of Credit Crad Holder, Account Number, Security Number, Complete Statement Billing Address (If different from address provided) and Authorized Signature. Booths will NOT be secured without all required information and/or payment. Cancellation fee of $25.00 applies; provided, that any cancellation within 75 days of the event is non-refundable. Any cancellation must be made in writing to NPSC at its address set forth above by certified mail, return receipt requested or recognized overnight delivery services (e.g., FedEx, UPS). Verbal and text cancellations are not accepted. Any check returned for non-payment, will result in a $40.00 fee assessed against Vendor payable immediately to NPSC upon demand.
NUMBER OF PARTICIPANTS: NPSC makes no guarantee of participation, attendance or sales results. NPSC reserves the right to change show venues & dates. Vendor agrees that NPSC has not predicted, nor quoted anticipated show attendance or sales expectations.
VENDOR SPACE RULES; SPECIAL PROVISIONS AND SET-UP/VENDOR MOVE-OUT INSTRUCTIONS: Rules for Vendor's space, special provisions, and instructions for Vendor set-up and move-out are attached hereto. NPSC reserves the right to cancel a Vendor Application in the event of any violation by Vendor of this agreement, including any of the attached special provisions and instructions, without refund.
SALES TAX (Where applicable): Sales tax must be collected on all items sold. Vendor must have valid license(s) prior to show and for payment of all applicable taxes and fees. Floor selling allowed ONLY from inside booths.
VENDOR REGISTRATION: All Vendor employees and authorized representatives must register and obtain an vendor badge before entering show floor. Vendor badges must be worn during show set-up and during all show hours. No exceptions.
ENTIRE AGREEMENT: This Vendor Application And Rules & Regulations Agreement, together with the Vendor Space, Special Rules & Set-Up/Vendor Move-Out Instructions attached hereto, contains the entire agreement between the parties relating to the subject matter hereof. The parties have made no contracts, representations or guarantees relating to the subject matter hereof which are not included herein. Modifications of this contract will void the entire contract unless made in writing and signed by both parties.
NON-DISPARAGEMENT: Vendor shall not disparage NPSC or any NPSC Parties. For the purpose of this section, “disparage” shall mean the making of any negative statement, whether written or oral. Vendor agrees and acknowledges that this non-disparagement provision is a material term of this agreement. In the event that a Vendor breaches this section of this agreement, NPSC will be entitled to liquidated damages in the amount of 50% of the agreed upon total amount due for space rental as recompense for damage to NPSC’s reputation, standing, and loss of revenue.
MASSAGE THERAPISTS: Any massages, chair or otherwise, are only permitted by being licensed massage therapist under applicable Pennsylvania law and any applicable State, County or local laws, regulations or ordinances. The individual(s) performing the massage must have their appropriate license during the event. Any and all fines imposed by the authorities will be paid by the Vendor.
VENDOR RESPONSIBILITIES: Displays inside vendor booths must be attractive, neat, and orderly displayed during all show hours. Vendor shall not display products and or items for sale inside cardboard boxes. Vendor must protect the show venue and property from damage done by the Vendor, its employees, staff and agents. Nothing may be tacked, taped, stapled or nailed in any way attached to facility property. Repair costs will be assumed by the vendor.
PROHIBITED: Balloons, Paint, Alcohol and Spray Cans.
FLAMMABLE MATERIALS: No combustible decorations or drape materials shall be used inside show venue. All materials must be flame-retardant.
ARRANGEMENT OF VENDOR BOOTHS: Vendor's uses of space at the facility must be confined within the perimeter of booth space rented. Vendor personnel and or staff may NOT work the aisles. Back drops must not exceed 8 feet. Booth designs shall not interfere or obstruct with the exhibits of others. Exhibits will not exceed or extend beyond the 10 foot depth of assigned booth space. No exhibit shall lean or rest against an adjacent booth.
VENDOR ITEMS NOT COVERED HEREIN: NPSC shall rule upon all matters or issues not covered herein regarding disputes, or problems which may arise pertaining to issues not specifically covered and/or agreed upon in the foregoing content of this contract, and such ruling, when made, shall be final and binding both on the Vendor and NPSC.
VERBAL MARKETING: Verbal marketing which extends beyond rented booth space is strictly prohibited.
SMOKING: Always prohibited.
TEAR DOWN. Vendor may not under any circumstances begin dismantling booths prior to the close of the show. Vendor must await the “OK” from NPSC that the public has 100% vacated the show venue in order to open any large overhead doors and OK the use of carts, wagons, power jacks etc.
ELECTRICAL. Vendor is advised to check electrical items being used to avoid any power outages. Vendor is responsible for all other supplies i.e., extension cords.
PARCELS/SHIPMENTS. It is advised that parcels and shipments arrive on vendor set-up day. Vendor is responsible for charges to hold, store or deliver to a vendor booth.
VENDOR APPLICATION. Incomplete Vendor Application will not be accepted. Vendor Application must be completed and signed. GOVERNING LAW: The laws of the Commonwealth of Pennsylvania (without regarding to its conflicts of laws rules) shall apply to this agreement.
SPECIAL PROVISIONS IF PROVIDING FOOD OR BEVERAGE SAMPLES: Vendor may distribute food or beverage samples relevant to its business with prior approval from NPSC; provided that the following terms shall apply: Vendor agrees to waive any claim for damages of any nature whatsoever and to release NPSC and the NPSC Parties from any liability or responsibility whatsoever for any ill-effect, injury, or loss incurred by Vendor or any third party including, but not limited to, all manner of actions, causes of action, suits, debts, damages, claims, demands, costs, losses and expenses of any type or kind whatsoever, arising from, connected with, or related to the distribution by Vendor of any food or beverage samples. Vendor agrees to indemnify, defend and hold harmless NPSC and the NPSC Parties from and against all liability, claims, actions, causes of action, suits, demands, damages, judgments, costs, losses and expenses, including reasonable attorney’s fees, to which any of the above-named parties may be subject, including, but not limited to, any claim for any injury to or the sickness or death of any person or persons, or for damages to property or otherwise, arising from, connected with or related to the distribution of food or beverage samples by Vendor.Intending to be legally bound, I have read and agree to abide with all vendor terms.
VENDOR SPACE, SPECIAL RULES & SET-UP/VENDOR MOVE-OUT INSTRUCTIONS ATTACHMENT TO VENDOR APPLICATION AND RULES & REGULATIONS AGREEMENT
Expo hours are 10:00 am to 5:00 pm. Move-in from 8:00 am – 8:00 pm, Friday October 14, 2022, and Move-out is from 5:30 – 10:00 pm on Sunday October 16, 2022 and 7:00 am – 1:00 pm Monday, October 17, 2022 unless arranged in advance by NPSC. Vendor’s exhibit must be set up and ready for business prior to opening of the Expo. Vendor agrees to keep its exhibit open and staffed during Expo hours and not dismantle prior to Expo closing. Exhibits must be always staffed throughout the Expo by qualified representatives of the Vendor and are expected to remain attractive. Vendor taking breaks should rotate its staff when possible.
- Vendor shall not assign or sublet space assigned or have a representative, equipment, or materials from firms other than its own in the exhibit space without approval of NPSC. Approval is made when all company or agency names listed on the contract are reviewed and accepted by NPSC. A non-profit Vendor may share a space with only one other like agency from another region or department of the same company/agency.
- NPSC has the right to refuse a Vendor on the ground of non-compatibility with the event. NPSC reserves the right to approve the character and contents, including signs and placement of sign, in all exhibits. Any exhibit which does not meet NPSC approval may be removed.
- Any refunds requested from this Expo, if given by NPSC in NPSC's sole discretion, will be honored toward future events or advertising. No cash or credit card refunds, no exceptions. If Vendor is a no-show, then Vendor will not receive refunds.
- NPSC reserves the right to modify the floor plan at any time and relocate Vendor, as it shall deem necessary to the proper conduct of the exhibition.
- All points covered herein are subject to settlement by NPSC.
- No part of any exhibit shall be attached to the walls and posters, signs and banners are free standing. Damage arising due to failure to observe these rules shall be paid by the Vendor.
- NPSC has the right and authority to clear any property Vendor has failed to remove by move-out deadline, at the sole expense of the Vendor if no special requirements are arranged in writing, beforehand.
- Vendor must conform to the size of its space and must not obstruct the view, or interfere with, the exhibits of others. If Vendor has displays with a height greater than 8’, then Vendor must choose a space on the perimeter wall. All packing materials need be hidden under tables or removed from the facility, so they do not present an unsightly appearance when viewed from adjoining exhibits or aisles.
- Wall and building outlets can only be used by clients or Vendor with the assistance of the NPSC staff. Electrical service supplied to an Vendor shall not be shared with any other Vendor. All equipment must comply with federal, state, and local safety codes. Requests for special electrical connections must be received in advance.
- The rights and privileges of an Vendor shall not be infringed upon by any other Vendor. Interviews, demonstrations, distribution of literature, testing, etc. must be made inside the contracted space. Exhibits and displays cannot block any marked fire exit doors, extinguishers, aisles, or hallways.
- Advertising material, or signs of firms, other than those who have contracted space, are prohibited. Canvassing, solicitation, or any business in the interest of any firms other than those exhibiting, is prohibited. NPSC will appreciate being informed of any infraction of this rule. Violation of this regulation will result in immediate removal from the facility and is subject to local laws.
- Unethical or unruly conduct or infraction of rules, on the part of an Vendor or representative, will subject the Vendor to dismissal from the facility, with it agreed no refund shall be made by NPSC or its representatives.
- Playing of any music by an Vendor is expressly forbidden. Loudspeakers, MC systems, radios, TV’s, or the operation of any machinery or equipment which is of sufficient volume as to be annoying to neighboring vendors or interfere with casual conversations will not be permitted. General announcements will not be allowed unless approved by NPSC.
- Vendor may distribute food or beverage samples relevant to its business with prior approval from NPSC. If Vendor will be distributing samples, then the provisions of the Release of Liability Waiver and Indemnity (Food) set forth in the Vendor Application And Rules & Regulations Agreement shall apply.
Liability and Insurance:
- Vendor must have liability insurance for loss, theft, property damage or destruction and personal injury in its exhibit space, Vendor shall name NPSC as an additional insured on such policy, and Vendor shall, prior to entering the facility, provide NPSC proof of such insurance by delivery of a certificate of insurance in a form satisfactory to NPSC. Vendor hereby waives all claims against NPSC and the NPSC Parties resulting from loss, theft, damage, or destruction to its property, from personal injuries to it, its agents, and/or employees for any and all claims arising from exhibiting. Vendor assumes complete responsibility for any damage that may occur when moving exhibit material in or out of the facility or destruction of property of others including the North Park Sports Complex.
- Vendor must use measures to protect the facility, partitions, tables, chairs, and floors from all damages. The Vendor will be held responsible and charged by NPSC for any damage to its equipment, building, property, parking area or any other property or for cleanup caused by paint, grease, abrasives or any other cause.
- It is expressly acknowledged that NPSC has not purchased insurance of any kind for the benefit of the Vendor, nor is NPSC under any obligation to do so.
- NPSC will not be liable for the non-delivery of the Vendor's space if non-delivery is due to any of the following cause: the building being destroyed by fire, acts of God, strikes, electrical outage, or for any other cause beyond NPSC's control.
- Any facility restrictions or guidelines by Vendor, the Commonwealth of Pennsylvania, County of Allegheny, Township of Hampton or other governmental agency will be adhered to by all participants with respect to Covid-19, including, without limitation, the wearing of facemasks and/or vaccination requirements as may be in effect now or hereafter.